Mr. Richard Revelins reports
MERYLLION ANNOUNCES PROPOSED SHARES-FOR-DEBT SETTLEMENT
Meryllion Resources Corp. intends to complete a shares-for-debt transaction with Croesus Mining Pty. Ltd. (a company controlled by David Steinepreis, a director of the company) to settle an outstanding loan of $50,000 through the issuance of 2.5 million common shares in the capital stock of Meryllion at a deemed issue price of two cents per share.
The completion of the debt settlement is subject to the receipt of all necessary regulatory approvals, including from the Canadian Securities Exchange (CSE). The shares to be issued will be subject to a hold period of four months and one day from the date of issuance, in accordance with applicable securities laws.
The issuance of the shares pursuant to the shares-for-debt transaction constitutes a related party transaction, as such term is defined by Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. The company expects to rely on the exemptions from the formal valuation and minority shareholder approval requirements for related party transactions in connection with the issuance of the shares that are set out in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the issuance of the shares exceeds 25 per cent of the company's market capitalization (as determined under MI 61-101).
We seek Safe Harbor.
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