Damara Extinguishes Debt by Issuance of Shares
NEWS RELEASE
Damara Extinguishes Debt by Issuance of Shares
March 7, 2017 TSX-V: DMR
DAMARA GOLD CORP. (TSX-V:DMR) (“Damara” or the “Company”), reports that as announced on January 17, 2017, the Company has issued a total of 4,287,323 common shares at a price of $0.05 per common share to extinguish debt in the aggregate of $214,366 effective March 6, 2017 (the “Debt Settlement”. As previously disclosed with the completion of the Debt Settlement, Colorado Resources Ltd now holds a 19.71% interest in the common shares of Damara.
As Damara and Colorado have two common directors the Debt Settlement constituted a “related party transaction” within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”), which is incorporated into Policy 5.9 of the Exchange Corporate Finance Manual.
The independent board members of the Company determined that neither the value of the shares issued to Colorado, nor the aggregate debt settled in connection with the Debt Settlement exceeded 25% of the Company’s market capitalization as of the date hereof. The Company relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(a) of MI 61-101 as neither the fair market value of the Debt Shares nor the debt exceeds 25% of the Company’s market capitalization.
The common shares are subject to a four month plus one day hold period that will expire on July 7, 2017.
About Damara
Damara Gold Corp. is a TSX Venture listed Canadian public company with a Board of Directors seasoned in the mineral exploration industry with extensive and successful international experience with a focus on identifying and acquiring prospective and under-explored gold properties worldwide.
ON BEHALF OF THE BOARD OF DIRECTORS OF DAMARA
“Larry Nagy”
Larry Nagy, Chief Executive Officer
For additional information visit Damara’s website at www.damaragoldcorp.com or contact:
Damara Gold Corp.
Larry Nagy
Chief Executive Officer or
Terese Gieselman Chief Financial Officer
Ph: (250-768-1168)
NR: 17-02
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.
Statements Regarding Forward-Looking Information
Certain statements contained in this news release may contain forward-looking information within the meaning of Canadian securities laws. Such forward-looking information is identified by words such as “estimates”, “intends”, “expects”, “believes”, “may”, “will” and include, without limitation, statements regarding the company’s plan of business operations (including plans for progressing assets), estimates regarding mineral resources, projections regarding mineralization and projected expenditures. There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from such statements. Factors that could cause actual results to differ materially include, among others, metal prices, risks inherent in the mining industry, financing risks, labour risks, uncertainty of mineral resource estimates, equipment and supply risks, title disputes, regulatory risks and environmental concerns. Most of these factors are outside the control of the company. Investors are cautioned not to put undue reliance on forward-looking information. Except as otherwise required by applicable securities statutes or regulation, the company expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events or otherwise.