Business
Loyalist Exploration Announces Shares for Debt Transaction and Provides Corporate Update
Toronto, Ontario – TheNewswire – July 23, 2025 – Loyalist Exploration Limited (CSE: PNGC) (“Loyalist” or the “Company”) is pleased to announce that it has agree
About this update from Loyalist Exploration Limited
[{"type":"text","content":"Toronto, Ontario – TheNewswire – July 23, 2025 – Loyalist Exploration Limited (CSE: PNGC) (“Loyalist” or the “Company”) is pleased to announce that it has agreed issue up to an aggregate of 11,028,300 units of the Company (the \"Debt Units\") to certain individuals, including an officer of the Company, a director of the Company, three lenders, and a service provider in exchange for the cancellation of an aggregate amount of up to $110,283 of outstanding debt. The Debt Units are being issued at deemed price of $0.01 per Debt Unit (the \"Shares for Debt Transaction\"). Each Unit consists of one common share (“Common Share”) of the Company and one common share purchase warrant exercisable at a price of $0.05 for thirty-six months following the date of issuance. The Board of Directors of the Company has determined that the Shares for Debt Transaction is in the best interests of the Company in that is preserves cash and with the settlement helps to align the individuals with the Company’s shareholders. Of the total $110,283 debt being converted, $59,255 represents amounts owed to Errol Farr, the CEO of the Company, for outstanding management fees as of May 31, 2025 and $11,014 represents principal ($10,000) and accumulated interest at 8% per annum owing to a company controlled by Stephen Balch, a director, of the Company, and $24,000 represents principal ($20,000) and a commitment fee of $4,000 owing to a company controlled by a shareholder who will become an insider of the Company upon completion of this transaction, who are participating in the Shares for Debt Transaction. The participation of certain insiders, being \"related parties\" of the Company means that the Shares for Debt Transaction is considered to be a \"related party transaction\" of the Company for purposes of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (\"MI 61-101\"). The Company may, however, complete the Shares for Debt Transaction in reliance on exemptions available under MI 61-101 from the formal valuation and minority approval requirements of MI 61-101. The Company is relying on the exemptions from the formal valuation and minority approval requirements found in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the Shars for Debt Transa...