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Jayden Announces Shares-for-Debt Settlement

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Jayden Resources (TSXV: JDN, OTC: JDNRF) has entered into debt settlement agreements with certain creditors to settle approximately $378,442 of indebtedness by issuing an aggregate of 1,851,248 common shares at a deemed price of $0.25 per share, subject to TSX Venture Exchange acceptance.

Company president and CEO David Eaton, a non-arm's-length party, is to receive 406,808 shares under a related party transaction governed by MI 61‑101, for which Jayden relies on exemptions as the fair market value is under 25% of its market capitalization. All debt-settlement shares will carry a statutory hold period of four months and one day.

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Positive

  • Debt reduction of approximately $378,442 via shares-for-debt settlement, subject to TSXV acceptance
  • 1,851,248 common shares used to settle outstanding liabilities instead of cash outlay
  • Related-party transaction structured to stay below 25% of market capitalization, allowing MI 61-101 exemptions

Negative

  • Issuance of 1,851,248 new shares may dilute existing Jayden shareholders, subject to TSXV acceptance

News Explained

Jayden has agreed the debt settlement, but the release still describes the 1,851,248-share issuance as proposed and says completion awaits TSXV acceptance; if issued, the additional shares would reduce existing holders’ percentage ownership.

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Vancouver, British Columbia--(Newsfile Corp. - July 24, 2026) - Jayden Resources Inc. (TSXV: JDN) (the "Company" or "Jayden") announces that it has entered into debt settlement agreements with certain creditors to settle an aggregate of approximately $378,442 of indebtedness (the "Debt") and proposed to issue an aggregate of 1,851,248 common shares of the Company (the "Debt Shares") at a deemed price of $0.25 per share, subject to the acceptance of the TSX Venture Exchange (the "TSXV").

Of the Debt being settled, David Eaton, the Company's President, Chief Executive Officer and director, is a non-arm's-length party to the Company. Pursuant to the debt settlement agreement, Mr. Eaton will receive 406,808 common shares.

The debt settlement with Mr. Eaton constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying on the exemptions from the formal valuation and minority shareholder approval requirements contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the related party transaction does not exceed 25% of the Company's market capitalization.

All Debt Shares issued pursuant to the debt settlement will be subject to a statutory hold period of four months and one day from the date of issuance in accordance with applicable securities laws.

Completion of the debt settlement remains subject to acceptance by the TSXV.

For further information about this news release and the Company's current activities, contact info@jaydenresources.com, visit our website at www.jaydenresources.com or call us at 604-688-9588.

On Behalf of the Board:

"David Eaton"
President & Chief Executive Officer

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/306572

FAQ

What is Jayden Resources (JDNRF) shares-for-debt settlement announced on July 24, 2026?

Jayden Resources plans to settle about $378,442 of debt by issuing 1,851,248 common shares, according to Jayden. The shares carry a deemed price of $0.25 each and the settlement remains subject to acceptance by the TSX Venture Exchange.

How many shares will Jayden Resources (JDNRF) issue in its July 2026 debt settlement?

Jayden Resources proposes issuing 1,851,248 common shares to creditors under the debt settlement agreements. According to Jayden, the shares are priced at a deemed $0.25 per share and will be subject to a four-month-and-one-day statutory hold period after issuance.

How is Jayden Resources CEO involved in the July 2026 JDNRF debt settlement?

Jayden Resources president and CEO David Eaton will receive 406,808 common shares under the settlement. According to Jayden, this is a related party transaction under MI 61‑101, but its fair market value is below 25% of the company’s market capitalization, allowing certain exemptions.

Does the Jayden Resources (JDNRF) shares-for-debt settlement require TSXV approval?

Yes, completion of the shares-for-debt settlement remains subject to acceptance by the TSX Venture Exchange. According to Jayden, the company will issue the debt-settlement shares only once TSXV approval is obtained and all regulatory conditions are satisfied.

What lock-up applies to the new Jayden Resources (JDNRF) debt-settlement shares?

All shares issued under the Jayden Resources debt settlement will be subject to a four-month-and-one-day statutory hold period. According to Jayden, this restriction is required under applicable securities laws and begins from each share’s date of issuance.