SBD Capital Corp. Announces Closing of Debt Settlement

Rhea-AI Summary

SBD Capital Corp. (CSE: SBDCF) has announced the closing of a debt settlement, issuing 3,166,498 common shares at $0.05 per share to settle $158,324.92 of indebtedness. This includes a related party transaction, with an insider receiving 788,227 shares. The company is relying on exemptions from MI 61-101 requirements due to financial difficulties. The debt settlement aims to improve the company's financial position. The transaction was approved by independent board members, with no special committee established. The issued shares are subject to a four-month hold period.

Positive

• Reduced company debt by $158,324.92
• Improved financial position without cash outlay

Negative

• Dilution of existing shareholders due to issuance of 3,166,498 new shares
• Related party transaction involving an insider, potentially raising conflict of interest concerns

News Market Reaction

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1 alert

% News Effect

On the day this news was published, SBDCF declined NaN%, reflecting a moderate negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Toronto, Ontario--(Newsfile Corp. - August 29, 2024) - SBD Capital Corp. (CSE: SBD) (the "Company") announces that, further to its press release of August 21, 2024, it has settled an aggregate of $158,324.92 of indebtedness to certain creditors of the Company through the issuance of 3,166,498 common shares in the capital of the Company (the "Common Shares") at a price of $0.05 per Common Share (the "Debt Settlement"). The Common Shares issued pursuant to the Debt Settlement are subject to a four-month hold period.

The Debt Settlement is considered a "related party transactions" as defined in Multilateral Instrument 61-101 - Protection of Minority Securityholders in Special Transactions ("MI 61-101"), as an insider of the Company received 788,227 Common Shares. The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(g) and 5.7(1)(e) of MI 61-101, as the Company is in financial difficulty and the transaction is designed to improve the financial position of the Company, as determined in accordance with MI 61-101. The Company did not file a material change report in respect of the related party transaction at least 21 days before the closing of the Debt Settlement, which the Company deems reasonable.

The Debt Settlement was approved by the members of the board of directors of the Company who are independent for the purposes of the Debt Settlement, being all directors other than Mr. Chris Irwin. No special committee was established in connection with the Debt Settlement, and no materially contrary view or abstention was expressed or made by any director of the Company in relation thereto.

For further information, please contact:

SBD Capital Corp.
Carly Burk
Secretary
Tel: (416) 361-2515
Email: cburk@irwinlowy.com

Forward-Looking Information

This news release contains certain "forward-looking information" within the meaning of applicable securities law. Forward looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "would", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Forward-looking information is based on the opinions and estimates of management at the date the information is provided, and is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. For a description of the risks and uncertainties facing the Company and its business and affairs, readers should refer to the Company's Management's Discussion and Analysis. The Company undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on forward-looking information.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/221470

FAQ

What was the total amount of debt settled by SBD Capital Corp. (SBDCF)?

SBD Capital Corp. settled an aggregate of $158,324.92 of indebtedness through the issuance of common shares.

How many shares did SBD Capital Corp. (SBDCF) issue for the debt settlement?

SBD Capital Corp. issued 3,166,498 common shares to settle the debt.

What was the price per share for the debt settlement by SBD Capital Corp. (SBDCF)?

The debt was settled at a price of $0.05 per common share.

Was there a related party transaction involved in SBD Capital Corp.'s (SBDCF) debt settlement?

Yes, an insider of the company received 788,227 common shares as part of the debt settlement, which is considered a related party transaction.