08:39:10 EDT Thu 02 May 2024
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Aton Resources Inc (2)
Symbol AAN
Shares Issued 98,754,350
Close 2024-03-21 C$ 0.29
Market Cap C$ 28,638,762
Recent Sedar Documents

Aton Resources issues 28.7 million shares for debt

2024-03-21 18:04 ET - News Release

Mr. Tonno Vahk reports

ATON ANNOUNCES SHARES FOR DEBT SETTLEMENT

Aton Resources Inc., further to its news release of Sept. 26, 2023, has settled a total of $6,314,013.87 in debt to OU Moonrider (Moonrider), a significant shareholder of the corporation, in exchange for 28,700,063 common shares at a price of 22 cents per share.

The share-for-debt transaction is a related party transaction under Multilateral Instrument 61-101, as Moonrider is a control person of the corporation. The share-for-debt transaction was considered by the board of the corporation, excluding Moonrider nominee Tonno Vahk. The share-for-debt transaction is exempt from the valuation and majority of the minority shareholder approval requirements of MI 61-101 as: (a) the corporation is in serious financial difficulty; (b) the share-for-debt transaction is designed to improve the financial position of the issuer; (c) the corporation has one or more independent directors in respect of the transaction; and (d) the corporation's board of directors, acting in good faith, has determined, and at least two-thirds of the corporation's independent directors, acting in good faith, have determined, that (a) and (b) above apply and that the terms of the share-for-debt transaction are reasonable in the circumstances of the corporation.

All shares issued will be subject to a four-month hold period, expiring July 21, 2024.

Early warning

On March 20, 2024, pursuant to a debt settlement, Moonrider acquired 28,700,063 shares at a deemed price of 22 cents per share for total consideration of $6,314,013.87.

Prior to the acquisition, Moonrider beneficially owned, controlled or directed an aggregate of 61,001,726 shares, representing approximately 61.77 per cent of the outstanding shares of Aton on a non-diluted basis.

Following the acquisition, Moonrider beneficially owns, controls or directs an aggregate of 89,701,789 shares, representing approximately 70.38 per cent of the outstanding shares of Aton on a non-diluted basis.

Moonrider may, depending on market or other conditions, increase or decrease its beneficial ownership, control or direction over, or exercise its current rights to acquire, shares through market transactions, private agreements or otherwise.

Moonrider's head office is located at Toompuiestee 37, 10133 Tallinn, Estonia. Aton's head office is located at Suite 1700, 666 Burrard St., Vancouver, B.C., V6C 2X8.

This press release is being disseminated as required by National Instrument 62-103, The Early Warning System and Related Take Over Bids and Insider Reporting Issuers, in connection with the filing of an early warning report.

An early warning report will be electronically filed by Moonrider with the applicable securities commission in each jurisdiction where Aton is reporting and will be available on SEDAR+.

About Aton Resources Inc.

Aton is focused on its 100-per-cent-owned Abu Marawat concession, located in Egypt's Arabian-Nubian shield, approximately 200 kilometres north of Centamin's world-class Sukari gold mine. Aton has identified numerous gold and base metal exploration targets at Abu Marawat, including the Hamama deposit in the west, the Abu Marawat deposit in the northeast and the Rodruin deposit in the south of the concession. Two historic British gold mines are also located on the concession at Semna and Sir Bakis. Aton has identified several distinct geological trends within Abu Marawat, which display potential for the development of a variety of styles of precious and base metal mineralization. The Abu Marawat exploitation lease is 57.66 square kilometres in size, covering the Hamama West and Rodruin mineral deposits, and was established in January, 2024, and is valid for an initial period of 20 years. The concession also includes an additional 255.0 square kilometres of exploration areas at Abu Marawat, retained for a further period of four years from January, 2024. Abu Marawat is located in an area of excellent infrastructure; a four-lane highway, a 220-kilovolt power line and a water pipeline are in close proximity, as are the international airports at Hurghada and Luxor.

We seek Safe Harbor.

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