AFX:CC - Arctic Fox Lithium Corp. Announces Proposed Issuance of Common Shares
(TheNewswire)
VANCOUVER, BRITISH COLUMBIA – TheNewswire - November 13, 2023 –Arctic Fox Lithium Corp. (CSE:AFX ) / ( FSE: O5K )(“ Arctic Fox ” or the “ Company ” ) wishes to announce that it has entered into debt settlement agreements withcertain of its creditors (together, the “ Creditors ”). Inaccordance with those agreements, the Company proposes to issue anaggregate of 1,055,833 common shares in the capital of the Company(“ CommonShares ”) to such Creditors in exchangefor outstanding accounts payable totaling $63,350.00 owing to theCreditors, at a price of $0.06 per Common Share. The Creditors includecertain related parties of the Company, including Harry Chew, the CEOand a director of the Company, and certain corporate entitiescontrolled by either Harry Chew or Sonny Chew, the CFO of the Company(collectively, the “ Related Parties ”). It isanticipated that the Related Parties will receive an aggregate of805,833 Common Shares. Every other Creditor is an arm’s lengthparty.
The Company also wishes to announce it intends to issuean aggregate of 833,333 Common Shares, at a price of $0.06 per CommonShare, pursuant to a property option agreement entered into in April2023, which is further described in the Company’s press releasedated April 19, 2023.
All of the Common Shares described above will besubject to a four month plus one day hold period pursuant to thepolicies of the CSE.
The issuance of Common Shares to the Related Partieswill constitute a “related party transaction” as such term isdefined by Multilateral Instrument 61-101 - Protection of Minority Security Holders inSpecial Transactions (" MI 61-101 "). TheCompany intends to rely on the exemption from the MI 61-101 valuationand minority approval requirements for related party transactionsunder sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fairmarket value (as determined under MI 61-101) of the subject matter of,nor the fair market value of the consideration for, the issuance ofCommon Shares to Related Parties, will exceed 25% of the Company'smarket capitalization (as determined under MI 61-101).
About Arctic Fox Lithium Corp.
Established in Vancouver, British Columbia, ArcticFox is a Canadian junior mining exploration company founded by an experienced management team to assess and growits portfolio into a leading company in lithium and copper. Through targeted exploration and intentionalresearch, Arctic Fox is bringing a trustworthy lens to thedevelopment of sought-after resources frommultiple projects in Canada, beginning with properties in themining-friendly province of Québec.
On behalf of the Board of Directors,
“Harry Chew”
Harry Chew
President & CEO
Arctic Fox Lithium Corp.
For further information :
Harry Chew, President, CEO
Phone: (604) 689-2646
Further Information:
This press release shall not constitute an offer tosell or the solicitation of an offer to buy, nor shall there be anysale of these securities, in any jurisdiction in which such offer,solicitation or sale would be unlawful.
Neither the Canadian SecuritiesExchange nor its Regulation Services Provider (as that term is definedin the policies of the Canadian Securities Exchange) acceptsresponsibility for the adequacy or accuracy of this pressrelease.
The technical information containedwithin this News Release has been reviewed and approved by Gerald G.Carlson, Ph.D., P.Eng., Director of Arctic Fox and Qualified Person asdefined in National Instrument 43-101 Standards of Disclosure forMineral Projects.
Forward-LookingInformation: This releaseincludes certain statements that may be deemed "forward-lookingstatements". All statements in this release, other thanstatements of historical facts, that address any activities and eventsor developments that Arctic Fox Lithium Corp. (" Arctic Fox ") expects to occur, areforward-looking statements. Although Arctic Fox believes theexpectations expressed in such forward-looking statements are based onreasonable assumptions, actual results or developments may differmaterially from those forward-looking statements. Forward-lookingstatements in this press release include, but are not limited to,statements relating to the terms and timing of potential shareissuances; and the future potential of Arctic Fox’s portfolio ofproperties. Factors that could cause actual results to differmaterially from those in forward looking statements include:uncertainty with respect to the results of future exploration and theability to conduct any exploration activities on the propertiesdescribed in this press release; not receiving all required approvalsto complete the share issuances described in this press release;market prices; disruptions relating to the COVID-19 pandemic;continued availability of capital and financing; and general economic,market or business conditions. These statements are based on a numberof assumptions including, among other things: assumptions regardinggeneral business and economic conditions; the receipt of all necessaryapprovals to complete the transactions described in this pressrelease; and Arctic Fox having sufficient resources to be able toconduct anticipated exploration activities. Investors are cautionedthat any such statements are not guarantees of future performance andactual results or developments may differ materially from thoseprojected in the forward-looking statements. Arctic Fox does notassume any obligation to update or revise its forward-lookingstatements, whether as a result of new information, future events orotherwise, except as required by applicable law.
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