Business
Turnium Announces Shares for Debt Transaction, Promissory Notes and Grant of Options
Vancouver, Canada--(Newsfile Corp. - March 6, 2024) - Turnium Technology Group Inc. (TSXV: TTGI...
About this update from Turnium Technology Group Inc Class A
[{"type":"text","content":"Turnium Announces Shares for Debt Transaction, Promissory Notes and Grant of OptionsVancouver, Canada--(Newsfile Corp. - March 6, 2024) - Turnium Technology Group Inc. (TSXV: TTGI) (FSE: E48) (\"Turnium\" or the \"Company\"), is pleased to announce that it will enter into debt settlement agreements to settle outstanding debt in the amounts of approximately C$600,000 (the \"Debt\") owing to certain directors and arm's-length creditors of the Company, by issuing 8,567,857 common shares in the capital of the Company (the \"Common Shares\") at a deemed price of C$0.07 per Common Share (the \"Shares-for-Debt Transaction\"), to the creditors. The Board of Directors has determined that it is in the best interests of the Company to settle the outstanding Debt by the issuance of Common Shares in order to preserve the Company's cash for ongoing operations.Closing of the Shares-for-Debt Transaction is subject to customary closing conditions, including the approval of the TSX Venture Exchange. The Company intends to close the Shares-for-Debt Transaction as soon as practicable. The Common Shares to be issued pursuant to the Shares-for-Debt Transaction will be subject to a hold period of four (4) months and one (1) day from the date of issuance.As certain directors of the Company (the \"Related Parties\") are creditors having an aggregate of C$465,000 of the Debt settled pursuant to the Shares-for-Debt Transaction, it is considered to be a \"related party transaction\" under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (\"MI 61-101\"). All of the independent directors of the Company, acting in good faith, considered the Shares-For-Debt Transaction and have determined that the fair market value of the Common Shares being issued to Related Parties and the consideration being paid is reasonable. The Company intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(a) of MI 61-101.Grant of OptionsThe Company further announces that is has granted 3.8 million options to certain consultants at an exercise price of $0.07 per share. The Options are issued pursuant to the Company's Option plan as approved by the shareholders at the last annual meeting and are exercisable for a period of 5 years.Loan AgreementsT...