ScoZinc Announces Debt Settlement
ScoZinc Announces Debt Settlement
COOKS BROOK, Nova Scotia, June 25, 2019 -- ScoZinc Mining Ltd. (TSX-V: SZM) (“ScoZinc” or the “Company”) is pleased
to announce that following an earlier announcement in its May 3, 2019 news release, it has received the approval of the TSX
Venture Exchange (the “TSXV”) for the shares for debt transaction to settle a total of $156,666 in accrued liabilities owing to
four creditors of the Company (the “Creditors”) through the issuance to the Creditors of an aggregate of 391,666 common
shares in the capital of the Company, at a deemed price of $0.40 per common share (the “Debt Settlement ”). Accordingly,
the Company announces that it has completed the Debt Settlement. All securities issued pursuant to the Debt Settlement
are subject to a four month and one day statutory hold period from the closing date.
Related Party Transaction
Three of the Creditors are insiders of the Company (“Insiders”), and accordingly, the issuance of common shares to Insiders in
connection with the Debt Settlement is considered a “related party transaction” within the meaning of Multilateral Instrument
61-101 – Protection of Minority Security Holders in Special Transaction (“MI 61-101 ”). The Company is relying on the
exemption from the requirement for valuation under MI 61-101 on the basis of the exemption contained in section 5.5(b) of MI
61-101 as the Company’s shares are not listed on a specified market, and on the exemption from the requirement for minority
shareholder approval under MI 61-101 on the basis of the exemption contained in section 5.7(a) of MI 61-101 as that the fair
market value of the consideration of the shares to be issued to the Insiders in connecting with the Debt Settlement does not
exceed 25% of the Company’s market capitalization.
About ScoZinc Mining Ltd.
ScoZinc is an established Canadian-based zinc and lead exploration and development company that owns the ScoZinc Mine
and related facilities near Halifax, Nova Scotia which is currently on care and maintenance. The Company intends to restart
operations as soon as possible. The Company has a strong working capital position and no debt. The Company’s common
shares are traded on the TSX Venture Exchange under the symbol “SZM”.
For more information, please contact:
Mr. Joseph Ringwald – President and CEO Telephone: +1 (604) 347-7661 [email protected]
Neither 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.
CAUTIONARY STATEMENTS
Neither the TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) accepts
responsibility for the adequacy or accuracy of this news release.
This News Release includes certain forward-looking statements which are not comprised of historical facts. Forward-looking
statements include estimates and statements that describe the Company’s future plans, objectives or goals, including words
to the effect that the Company or management expects a stated condition or result to occur. Forward-looking statements may
be identified by such terms as “believes”, “anticipates”, “expects”, “estimates”, “may”, “could”, “would”, “will”, or “plan”. Since
forward-looking statements are based on assumptions and address future events and conditions, by their very nature they
involve inherent risks and uncertainties. Although these statements are based on information currently available to the
Company, the Company provides no assurance that actual results will meet management’s expectations. Risks, uncertainties
and other factors involved with forward-looking information could cause actual events, results, performance, prospects and
opportunities to differ materially from those expressed or implied by such forward-looking information. Forward looking
information in this news release includes, but is not limited to, the Company’s objectives, goals or future plans, statements,
potential mineralization, exploration and development results, the estimation of mineral resources, exploration and mine
development plans, timing of the commencement of operations and estimates of market conditions. In particular, the
Company has not made a production decision with respect to the ScoZinc Mine. The Company has not completed a feasibility
study or established the economic viability of the Project or proposed operations on the ScoZinc Mine, and no mineral
reserves have been established for the ScoZinc Mine that would support a production decision. Mineral exploration projects
which are put into production without first establishing mineral reserves and completing a feasibility study have historically had
a higher risk of economic or technical failure. There can be no assurance that forward-looking statements will prove to be
accurate and actual results and future events could differ materially from those anticipated in such statements. Important
factors that could cause actual results to differ materially from ScoZinc’s expectations include, among others, the ability of
ScoZinc to receive the necessary regulatory approvals to complete the Offering, availability and costs of financing needed in
the future, changes in equity markets, risks related to international operations, the actual results of current exploration
activities, delays in the development of projects, conclusions of economic evaluations and changes in project parameters as
plans continue to be refined as well as future prices of metals, as well as those factors discussed in the section entitled “Risk
Factors” in ScoZinc’s Management’s Discussion and Analysis. Although ScoZinc has attempted to identify important factors
that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated,
estimated or intended. There can be no assurance that such statements will prove to be accurate as actual results and future
events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance
on forward-looking statements.