Brunswick Announces Shares for Debt Settlements
February 12 2018 - 9:46AM
Brunswick Resources Inc. (the “Corporation” or
“Brunswick”) (TSX-V:BRU) announces six debt settlement
agreements (the “Settlement Agreements”) with six creditors of the
Corporation whereby Brunswick would issue an aggregate number of
5,032,424 common shares at a deemed price of $0.05 per common
share, representing a total amount of $254,568.49.
The following related parties have signed
Settlement Agreements with the Corporation:
- a private company controlled by Christian Dupont, the
President and a director of the Corporation, for an amount of
$56,283.19, representing 1,125,664 common shares. After the
closing of the debt settlements, Christian Dupont will hold
directly and indirectly 9.1% of the Corporation’s outstanding
common shares;
- Rodrigue Tremblay, director and officer of the Corporation for
an amount of $18,202.08, representing 364,042 common shares.
After the closing of the debt settlements, Rodrigue Tremblay will
hold directly and indirectly 12.6% of the Corporation’s outstanding
common shares; and
- Explor Resources Inc., a public exploration company with the
same President, Chief Financial Officer and some of the same
directors as the Corporation for an amount of $147,888.97,
representing 2,422,833 common shares. After the closing of
the debt settlements, Explor Resources Inc. will become an insider
of the Corporation, holding 15.6% of its outstanding common
shares.
The issuance of securities to related parties
pursuant to Settlement Agreements constitutes a “related party
transaction” within the meaning of Multilateral Instrument 61-101
respecting protection of minority security holders in special
transactions (“MI “61-101”), which is incorporated
into TSX Venture Exchange Policy 5.9. In its consideration and
approval of the debt settlements, the board of directors of the
Corporation has determined that such debt settlements to the
related parties is exempt from the formal valuation and minority
approval requirements of MI 61-101 on the main basis that the fair
market value of the debt settlements to the related parties does
not exceed 25% of the market capitalization of Brunswick, in
accordance with sections 5.5 and 5.7 of MI 61-101.
The closing of the Settlement Agreements is
subject to the approval of the TSX Venture Exchange and the common
shares that will be issued upon closing will be subject to a hold
period of four months and one day.
Brunswick Resources Inc. is a publicly
listed company trading on the TSX Venture (BRU).
This press release was prepared by Brunswick
Resources Inc. Neither the TSX Venture Exchange Inc nor its
Regulation Services Provider (as that term is defined in the
Policies of the TSX Venture Exchange) has reviewed or accepts
responsibility for the adequacy or accuracy of this
release.
About Brunswick Resources
Inc.
Brunswick Resources Inc. is a mining exploration
company which main asset is located in the Jamesie Region of
Northwestern Quebec, in the Chibaugamau mining camp.
This document may contain forward-looking
statements relating to Brunswick’s operations or to the environment
in which it operates. Such statements are based on operations,
estimates, forecasts and projections. They are not guarantees of
future performance and involve risks and uncertainties that are
difficult to predict and may be beyond Brunswick’s control. A
number of important factors could cause actual outcomes and results
to differ materially from those expressed in forward-looking
statements, including those set forth in other public filling. In
addition, such statements relate to the date on which they are
made. Consequently, undue reliance should not placed on such
forward-looking statements. Brunswick disclaims any intention or
obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
save and except as may be required by applicable securities
laws.
For further information, contact:
Christian Dupont, President and
CEOPhone : (819) 797-4630Fax :
(819)
797-1870Web site: www.brunswickresources.comEmail :
brunswickresources@gmail.com
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