21:24:19 EDT Thu 02 May 2024
Enter Symbol
or Name
USA
CA



Aranjin Resources Ltd
Symbol ARJN
Shares Issued 358,694,592
Close 2023-09-28 C$ 0.015
Market Cap C$ 5,380,419
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Aranjin settles debt, interest owing with 29.78M shares

2023-10-02 12:54 ET - News Release

Mr. Matthew Wood reports

ARANJIN ANNOUNCES COMPLETION OF DEBT SETTLEMENT AND CONVERSION OF DEBENTURE INTEREST

Aranjin Resources Ltd., further to its press release dated Aug. 16, 2023, has completed the previously announced debt settlement and conversion of accrued interest on convertible debentures held by Steppe Gold Ltd. into common shares of the company.

The company has issued 9,883,163 shares at a deemed price of 5.5 cents per share to Steppe, representing accrued interest of $543,574 on the debentures issued to Steppe on Aug. 10, 2021. After conversion of the principal amount of the debentures and issuance of shares representing accrued interest, Steppe now holds 42,872,254 shares of the company, representing approximately 11.06 per cent of the company's issued and outstanding shares.

The company has also issued an aggregate of 19,901,552 shares at a deemed price of 5.5 cents per share to R&R Venture Partners, and certain directors and a former director to settle indebtedness of $1,045,863. The shares issued pursuant to the debt settlement are subject to a statutory hold period of four months and one day.

The issuance of the shares to R&R Venture Partners, as a 10-per-cent holder of common shares of the company, and to certain directors of the company are related-party transactions pursuant to Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101), requiring the company, in the absence of exemptions, to obtain a formal valuation for, and minority shareholder approval of, the related-party transactions. The company is relying on an exemption from the formal valuation requirements of MI 61-101 available because no securities of the company are listed on specified markets, including the Toronto Stock Exchange, the New York Stock Exchange, the American Stock Exchange, the Nasdaq or any stock exchange outside of Canada and the United States, other than the Alternative Investment Market of the London Stock Exchange or the Plus markets operated by Plus Markets Group PLC. The company is also relying on the exemption from minority shareholder approval requirements set out in MI 61-101 as the fair market value of the participation in the debt settlement by the insiders does not exceed 25 per cent of the market capitalization of the company, as determined in accordance with MI 61-101. The company intends to file a material change report in due course but did not file a material change report at least 21 days before the issuance of the shares to related parties, as the company determined to issue the shares shortly after receiving conditional approval for the issuance of the shares.

We seek Safe Harbor.

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