DARNLEY BAY RESOURCES LTD - Shares For Debt Settlements
April 5, 2013
Darnley Bay Resources Limited (the "Company" or "Darnley Bay") is
pleased to announce that it has entered into shares for debt agreements to
settle indebtedness in the aggregate amount of $81,894.81 through the
issuance of in the aggregate 1,637,896 common shares in the capital of the
Company (the "Common Shares") at a deemed price of $0.05 per Common Share,
with certain arm's length and non-arm's length parties.
A total of 203,795 Common Shares to settle indebtedness in the
aggregate amount of $10,189.77 were issued to arm's length parties, and a
total of 1,434,101 Common Shares to settle indebtedness in the aggregate
amount of $71,705.04, were issued to non-arm's length parties,. The
issuance of the Common Shares will not result in a change of control of the
Company. The Common Shares will be subject to a four-month hold period from
the date of issuance.
The participation in the debt settlements by certain "related parties"
of the Company constitutes a "related party transaction" as such terms are
defined by Multilateral Instrument 61-101 - Protection of Minority Security
Holders in Special Transactions ("MI 61-101"), requiring the Company, in
the absence of exemptions, to obtain a formal valuation for, and minority
shareholder approval of, the "related party transaction". The Company is
relying on the exemptions from the formal valuation and minority approval
requirements of MI 61-101 pursuant to which a formal valuation and minority
approval are not required in the event that at the time the transaction is
agreed to, neither the fair market value of the subject matter of, nor the
fair market value of the consideration for, the transaction, insofar as it
involves interested parties, exceeds 25 per cent of the Company's market
capitalization. The participation by each of the related parties in the
debt settlements was approved by certain directors of the Company who are
independent of such related parties. A material change report will be filed
less than 21 days before the closing of the transaction as the Company
wished to complete the transaction in a timely manner.
Forward-Looking Information
This release includes certain statements that may be deemed
"forward-looking statements". All statements in this release, other than
statements of historical facts, that address future production, reserve
potential, exploration drilling, exploitation activities and events or
developments that Darnley Bay expects are forward-looking statements.
Although Darnley Bay believes the expectations expressed in such statements
are based on reasonable assumptions, such statements are not guarantees of
future performance and actual results or developments may differ materially
from those in the statements. There are certain factors that could cause
actual results to differ materially from those in forward-looking
statements. These include market prices, exploitation and exploration
successes, continued availability of capital and financing, and general
economic, market or business conditions. Investors are cautioned that any
such statements are not guarantees of future performance and actual results
or developments may differ materially from those projected in the
forward-looking statements. For more information on Darnley Bay, investors
should review registered filings at www.sedar.com.
Neither the TSX Venture Exchange nor its Regulation Services Provider
(as that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.
TEL: (416) 862-7885 Jamie Levy, President and CEO
Darnley Bay Resources Limited
FAX: (416) 862-7889
EMAIL: jlevy@darnleybay.com
INTERNET: www.darnleybay.com
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VanEck Vectors Global Alternative Energy ETF
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CODE : DBL.V |
ISIN : CA2369011044 |
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ProfilIndicateurs de MarchéVALEUR : Projets & res.Communiqués de PresseRapport annuelRISQUE : Profile actifsContactez la cie |
. Darnley détient divers projets d'exploration au Canada. Son principal projet en exploration est PAULATUK (FRANKLIN) au Canada. |