Vancouver, British Columbia–(Newsfile Corp. – July 18, 2019) – Kaizen Discovery Inc. (TSXV: KZD) is pleased to announce that, further to its news release of July 8, 2019, the company has converted the full amount of principal and interest owing on an unsecured promissory note provided to Kaizen by its majority shareholder, HPX TechCo Inc. (HPX), totalling US$782,052 (C$1,024,409, based on the Bank of Canada exchange rate dated July 5, 2019), into 20,488,185 common shares of Kaizen at a price of C$0.05 per share (the “Debt Conversion”).
The common shares issued are subject to a statutory hold period in Canada expiring four months and one day from the closing date, being November 19, 2019.
As a result of the Debt Conversion, Kaizen now has a total of 317,254,821 shares issued and outstanding, and is debt free. HPX’s ownership of Kaizen has increased from 69.1% to 71.0%.
Related Party Transaction
The Debt Conversion constitutes a “related party transaction” under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (MI 61-101) as HPX is a related party of Kaizen given its greater than 10% beneficial shareholding. Pursuant to Section 5.5(a) and 5.7(1)(a) of MI 61-101, the company is exempt from obtaining a formal valuation and minority approval of the company’s shareholders in respect of the Debt Conversion by HPX due to the fair market value of the Debt Conversion by HPX being below 25% of the company’s market capitalization for purposes of MI 61-101.
Kaizen is a Canadian mineral exploration and development company with exploration projects in Peru and Canada. More information on Kaizen is available at www.kaizendiscovery.com.
Bill Trenaman +1-604-669-6446
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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