(TheNewswire)
VANCOUVER, BC – TheNewswire- May 16, 2023 - CleanGo Innovations Inc.(CSE:CGII) (CNSX:CGII.CN) (OTC:CLGOF) (FRA:APO2) (“CleanGo” or the“Company) has agreed to a securities for debtsettlement transaction (the "Debt Settlement") with AnthonySarvucci, a the CEO and a director of the Company. Pursuant to theDebt Settlement, the Company will settle outstanding indebtednessof $150,000 through the issuance of 500,000 units (the "Units")at a price of $0.30 per Unit. Each Unitconsists of one common share of the Company (each, a "CommonShare") and one Common Share purchase warrant (each, a"Warrant"). Each Warrant allows for the purchase oneadditional Common Share at an exercise price of $0.40 for aperiod of 24 months from the date of issue.
The Company further announces a non brokered Privateplacement for an aggregate of $75,000 for Units being offered at $0.30per units consisting of one common share of the Company (each, a"Common Share") and one Common Share purchase warrant (each,a "Warrant"). Each Warrant allows for the purchase oneadditional Common Share at an exercise price of $0.40 for aperiod of 24 months from the date of issue. The use of proceeds willbe for General Working Capital.
All securities issued will be subject to a statutoryhold period of four months and one day from the date of issuance inaccordance with applicable Canadian securities legislation.
Closing of the Debt Settlement is expected to occur onor about May 19,2023 .
The Debt Settlement is a "related partytransaction" pursuant to Multilateral Instrument 61-101– Protection of MinoritySecurity Holders in Special Transactions ("MI 61-101") by virtue of L5 Capital beingwholly-owned and controlled by an insider of the Company. The Companyrelied on Sections 5.5(a) and 5.7(1)(a) of MI 61-101 for exemptionsfrom the requirements to obtain a formal valuation and minorityshareholder approval, respectively, because the fair market valuesecurities issued to the director was below 25% of the Company'smarket capitalization for the purposes of MI 61-101.
OPTION GRANT
The Company further announces that is has granted118,652 Options to certain officers and Directors. The option weregranted with an exercise price of $0.40 and are exercisable or 5years. Certain vesting period may apply in accordance with theCompany’s option plan.
On behalf of the Board of Directors
Anthony Sarvucci, Chief Executive Officer
CleanGo Innovations Inc.
Paul Searle
Investor Relations 1 778 240 7724
Neither the Canadian Securities Exchange nor itsRegulation Services Provider (as that term is defined in the policiesof the Canadian Securities Exchange) accepts responsibility for theadequacy or accuracy of this release.
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