/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE
SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES/
VANCOUVER, BC, March 30,
2023 /CNW/ - Principal Technologies Inc. (the
"Company") (TSXV: PTEC.P), announces an increase
in the shares-for-debt settlement further to its news release dated
March 6, 2023. The Company has agreed
to settle an additional $40,000 of
outstanding debt owed to a consulting company on account of unpaid
consulting fees, through the issuance of 400,000 common shares of
the Company (the "Debt Shares"). The increase brings the
total principal amount of the debt to be settled or repaid (the
"Debt Settlement") from the $126,000 in previously announced director fees to
an aggregate of $166,000 in fees
(collectively, the "Debt"). Of the Debt, $103,000 is being settled through the issuance of
1,030,000 Debt Shares at a deemed price of $0.10 per Debt Share and $63,000 is being repaid in cash.
The Company received the final approval of the TSX Venture
Exchange (the "Exchange") to issue the Debt Shares and
settle the Debt and closed the Debt Settlement on March 28, 2023. The Debt Shares are subject to a
four (4) month plus one day hold period from the date of the
issuance, in accordance with applicable securities laws and the
policies of the Exchange.
The issuance of that portion of the Debt Shares to the directors
of the Company to settle $63,000 of
the director fees owed to such directors constitutes a "related
party transaction" within the meaning of the Multilateral
Instrument 61-101 - Protection of Minority Security Holders in
Special Transactions ("MI 61-101") and Policy 5.9 of the
Exchange. The Company is relying on the exemptions from the
valuation and minority shareholder approval requirements of MI
61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as
neither the fair market value of the Debt Shares issued to the
directors, nor the Debt correspondingly settled exceeds 25% of the
Company's market capitalization.
Forward-looking statements:
This press release contains "forward-looking information" and
"forward-looking statements" within the meaning of applicable
securities laws. This information and statements address future
activities, events, plans, developments and projections. All
statements, other than statements of historical fact, constitute
forward-looking statements or forward-looking information. Such
forward-looking information and statements are frequently
identified by words such as "may," "will," "should," "anticipate,"
"plan," "expect," "believe," "estimate," "intend" and similar
terminology, and reflect assumptions, estimates, opinions and
analysis made by management of the Company in light of its
experience, current conditions, expectations of future developments
and other factors which it believes to be reasonable and relevant.
Forward-looking information and statements involve known and
unknown risks and uncertainties that may cause the Company's actual
results, performance and achievements to differ materially from
those expressed or implied by the forward-looking information and
statements and accordingly, undue reliance should not be placed
thereon.
Risks and uncertainties that may cause actual results to vary
include but are not limited to the availability of financing;
fluctuations in commodity prices; changes to and compliance with
applicable laws and regulations, including environmental laws and
obtaining requisite permits; political, economic and other risks;
as well as other risks and uncertainties which are more fully
described in our annual and quarterly Management's Discussion and
Analysis and in other filings made by us with Canadian securities
regulatory authorities and available at www.sedar.com. The Company
disclaims any obligation to update or revise any forward-looking
information or statements except as may be required.
Neither TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this release.
ON BEHALF OF THE BOARD
Jerry Trent, Chief Executive
Officer
Principal Technologies Inc.
SOURCE Principal Technologies Inc.