Akwaaba Announces Shares for Debt Issuance

Rhea-AI Summary

Akwaaba Mining (TSXV: AML) has announced a shares for debt settlement approved by its board of directors. The company will issue approximately 2,264,367 common shares to settle debt of $271,724.00 held by the Company and its Ghanaian subsidiary Castle Sika Mining The debt settlement involves Candel & Partners SAS, owned by director Allan Green. The transaction requires TSX Venture Exchange approval and constitutes a related party transaction under MI 61-101, though the company is exempt from minority approval and formal valuation requirements. The issued shares will be subject to a standard hold period under Canadian securities laws.

Positive

• Reduces company debt liability by $271,724.00 without using cash resources
• Settlement preserves cash flow while maintaining operational flexibility

Negative

• Share issuance will cause dilution for existing shareholders
• Related party transaction with company director raises potential conflict of interest concerns

Vancouver, British Columbia--(Newsfile Corp. - December 23, 2024) - Akwaaba Mining Ltd. (TSXV: AML) ("Akwaaba" or the "Company") is pleased to announce that its board of directors has approved the consolidation and settlement of approximately $271,724.00 of debt held by the Company and its wholly-owned Ghanaian subsidiary Castle Sika Mining Limited through the issuance of common shares of the Company (the "Debt Settlement"). Pursuant to the Debt Settlement, the Company will issue up to 2,264,367 common shares of certain creditors being Candel & Partners SAS, a private company beneficially owned by Allan Green, a director of the Company. The Debt Settlement will not result in the creation of a new control person of the Company.

The Debt Settlement is subject to approval by the TSX Venture Exchange.

The Debt Settlement will constitute related party transactions under Multilateral Instrument 61-101 - Protection of Minority Holders in Special Transactions ("MI 61-101"), which has been adopted by the TSX Venture Exchange as Policy 5.9, because Mr. Green is a director of the Company. The Company has determined that it is exempt from the minority approval and formal valuation requirements under MI 61-101 in respect of the Debt Settlement, relying on the exemptions found in sections 5.5(a) and (b) and 5.7(1)(a) of MI 61-101.

All the disinterested directors of the Company, being all of the directors other than Mr. Green, approved the Debt Settlement.

The common shares issued in connection to the Debt Settlement will be subject to a hold period in accordance with applicable Canadian securities laws.

For further information, please contact:

"Iyad Jarbou"
Chief Financial Officer
Tel: 604.362.7685
Email: iyad@akwaaba-mining.com
Website: https://akwaaba-mining.com/

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this release.

FORWARD-LOOKING AND OTHER CAUTIONARY INFORMATION

This release contains statements that are forward looking statements and are subject to various risks and uncertainties concerning the specific factors disclosed under the heading "Risk Factors" and elsewhere in the Company's periodic filings with Canadian securities regulators. Such information contained herein represents management's best judgment as of the date hereof based on information currently available. The Company does not assume the obligation to update any forward-looking statement. For more information on the Company, Investors should review the Company's filings that are available at www.sedarplus.ca.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/234983

FAQ

How many shares will Akwaaba Mining (TSXV: AML) issue in its debt settlement?

Akwaaba Mining will issue 2,264,367 common shares to settle the debt.

What is the total value of debt being settled by Akwaaba Mining?

The company is settling approximately $271,724.00 of debt through the share issuance.

Who is the primary creditor in Akwaaba Mining's debt settlement?

The primary creditor is Candel & Partners SAS, a private company beneficially owned by Allan Green, who is a director of Akwaaba Mining.

Will the debt settlement create a new control person in Akwaaba Mining?

No, the debt settlement will not result in the creation of a new control person of the company.

What regulatory approvals are required for Akwaaba Mining's debt settlement?

The debt settlement requires approval from the TSX Venture Exchange.