Visible GOLD Mines Announces Issuance of Shares IN Payment of Certain Debts
VISIBLE GOLD MINES ANNOUNCES
ISSUANCE OF SHARES IN PAYMENT OF
CERTAIN DEBTS
ROUYN-NORANDA, QC
,
Oct. 10, 2023
/CNW/ -
Visible Gold Mines Inc. ("Visible Gold" or the
"Company")
(TSXV: VGD) (
Frankfurt
: 3V41) announces that, further to the Company's news
release of
September 18, 2023
, it has issued 78,125 common shares at a deemed price per share
of
$0.16
in partial settlement of a debt in an amount of
$12,500
. The debt referred to in this news
release has been settled and resulted from management services provided by a company controlled
by Visible Gold's President and Chief Executive Officer (the "
Debt Settlement
"), from
April 2023
to
August 2023
, inclusively.
The Debt Settlement is considered a "related party transaction" as defined under Multilateral
Instrument 61-101 -
Protection of Minority Security Holders in Special Transactions
("
MI 61-101
").
9086-0735 Québec Inc. ("
9086"
), a company controlled by
Martin Dallaire
, the President, Chief
Executive Officer and a director of Visible Gold, was issued 78,125 common shares of Visible Gold
at a price per share of
$0.16
(representing 0.22% of the issued and outstanding common shares of
Visible Gold following the issuance). Immediately after the issuance,
Martin Dallaire
holds, directly or
indirectly, 4,357,625 common shares, 625,000 common share purchase warrants and 1,365,000
stock options of Visible Gold.
The Debt Settlement is exempt from the formal valuation and minority shareholder approval
requirements of MI 61-101 as Visible Gold's securities are not listed on any of the stock exchanges
set out in Section 5.5(b) of MI 61-101 and neither the fair market value of the common shares
issued to the company controlled by Visible Gold's President and Chief Executive Officer, nor the fair
market value of the services provided by such company, exceeds 25% of Visible Gold's market
capitalization.
Mr. Dallaire, a director of the Company (the "
Non-Independent Director
"), disclosed his interest to
the Board of the Directors of the Company pursuant to Section 120 of the
Canada Business
Corporations Act
. The terms of the Debt Settlement and the agreement related thereto were
submitted to and unanimously approved by way of a resolution adopted by all the directors of the
Company other than the Non-Independent Director. The Non-Independent Director did not vote on
the resolution to approve the Debt Settlement and the agreement relating thereto. The remaining
directors determined that the Debt Settlement was in the best interest of the Company as it will
allow Visible Gold to preserve its cash position.
The common shares issued pursuant to the Debt Settlement will be subject to a four-month hold
period pursuant to applicable securities legislation and the policies of the TSX Venture Exchange.
About Visible Gold Mines
Visible Gold Mines is a corporation focused on gold in the prolific
Abitibi Gold Belt
and lithium in the
James Bay
region in the province of Québec. Visible Gold Mines has 35,155,164 common shares
issued and outstanding.
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
the release.
SOURCE
Visible Gold Mines Inc.
View original content:
http://www.newswire.ca/en/releases/archive/October2023/10/c1240.html
%SEDAR: 00025339E
For further information:
Martin Dallaire, President and Chief Executive Officer, Telephone: 819-
762-0107, Fax: 819-762-0097, E-mail: [email protected], Website:
www.visiblegoldmines.com
CO: Visible Gold Mines Inc.
CNW 20:04e 10-OCT-23