Xander Resources Inc. Announces Proposed Debt Settlement
#200 – 905 W. Pender Street Vancouver, BC V6C 1L2
FOR IMMEDIATE RELEASE June 12, 2018
Xander Resources Inc. Announces Proposed Debt Settlement
Xander Resources Inc. (TSX‐V: XND) (the “Company”) announces its intention to settle debt in the amount of $50,000 owed by the Company to two directors in exchange for the issuance of 454,545 common shares at a deemed price of $0.11 per share. The proposed debt settlement is subject to the approval of the TSX Venture Exchange.
All securities issued in the debt settlement are subject to a statutory hold period expiring four months and one day after the issuance of the common shares.
As the shares will be issued to two directors of the Company, the debt settlement will constitute a “related party transaction” within the meaning of Multilateral Instrument 61‐101 Protection of Minority Security Holders in Special Transactions (“MI 61‐101”). The board of directors of the Company has determined that neither the value of the shares to be issued nor the aggregate debt to be settled in connection with the debt settlement will exceed 25% of the Company’s market capitalization on the date hereof. As a result, the debt settlement is exempt from the formal valuation and minority shareholder approval requirements of MI 61‐101.
On behalf of the Board of Directors,
“Bryce Clark”
Bryce Clark, Chief Executive Officer Tel: 604 683‐0343 Fax: 604‐683‐4499 Email: [email protected]
Neither the TSX Venture Exchange Inc. nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange Inc.) accepts responsibility for the adequacy or accuracy of this press release.
This news release contains forward‐looking information that involves various risks and uncertainties regarding future events. Such forward‐looking information can include without limitation statements based on current expectations involving a number of risks and uncertainties and are not guarantees of future performance of the Company, such as statements regarding the proposed shares for debt transaction and Exchange approval thereof. There are numerous risks and uncertainties that could cause actual results and the Company’s plans and objectives to differ materially from those expressed in the forward‐looking information, including: (i) adverse market conditions; (ii) the inability of the Company to close the shares for debt transaction; or (iii) the Exchange not approving the shares for debt transaction. Actual results and future events could differ materially from those anticipated in such information. These and all subsequent written and oral forward‐looking information are based on estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice. Except as required by law, the Company does not intend to update these forward‐looking statements.