Mr. Carmelo Marrelli reports
BE RESOURCES ANNOUNCES DEBT SETTLEMENT
BE Resources Inc. intends to settle $374,168.64 of debt owed to certain creditors of the company in consideration for the issuance of 5,756,436 common shares of the company at a deemed price of 6.5 cents per share. The closing of the debt settlement is expected to occur immediately following approval from TSX Venture Exchange. The company expects that the proposed debt settlement will assist the company in preserving its cash for working capital.
Any securities issued in connection with the Debt Settlement will be issued in reliance on certain prospectus and registration exemptions under applicable securities legislation and will be subject to a hold period of four months and a day. Closing of the debt settlement is subject to certain conditions and the receipt of all regulatory approvals, including the approval of the TSX-V.
Under the proposed debt settlement, 4,325,064 shares will be issued to companies that Carmelo Marrelli, the company's chief executive officer, exercises control and direction over (the insider issuance). The insider issuance will be considered a related party transaction pursuant to Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101). The company intends to rely upon Section 5.5(b) of MI 61-101 for an exemption from the formal valuation requirement of MI 61-101, as the securities of the company are not listed or quoted on a specified market, and Section 5.7(b) of MI 61-101 for an exemption from the minority shareholder approval requirements of MI 61-101, as the fair market value of the insider issuance does not exceed $2.5-million.
About BE Resources
Inc.
BE Resources is listed on the TSX Venture Exchange and is focused on repositioning its business to pursue opportunities that will optimize its operations and potential. BE Resources' shares are currently listed on the NEX board under the symbol BER.H.
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