(TheNewswire)
Calgary, Canada - TheNewswire - November 8, 2021 - DeepMarkit Corp. (“ DeepMarkit ” or the “ Company ”)( TSXV:MKT ) (OTC:MKTDF) is pleased to announce that it has completed the previously announced(September 14, 2021) debt conversion, in which it has issued anaggregate of 13,360,974 common shares ("Common Shares")pursuant to the conversion of debt in the aggregate amount of$2,739,000 (the "Debt Conversion").
All Common Shares issued pursuant to the DebtConversion were issued at a price of $0.205 per Common Share. TheDebt Conversion comprised two components, conversion of the Company's$2 million of 12% Secured Participating Debentures (the“Debentures”), plus accrued interest of $700,000, resulting in theissuance of 13,170,731 Common Shares (the "DebentureConversion"), and the conversion of $39,000 of previouslyincurred and unpaid management fees, resulting in the issuance of190,243 Common Shares (the "Management Fee DebtConversion").
The Common Shares issued pursuant to the DebentureConversion were issued to 1323552 B.C. Ltd., a private company ownedand controlled by Ranjeet Sunder, a director and founder of theCompany. All Common Shares issued pursuant to the Management FeeDebt Conversion were issued to Mr. Sundher.
The Company obtained disinterested shareholder approvalfor the Debt Conversion at its annual and general meeting ofshareholders held on October 29, 2021, including approval for the DebtConversion as a related party transaction pursuant to MultilateralInstrument 61-101 – Protection of Minority Security Holders in SpecialTransactions ("MI 61-101") and Policy5.9 of the TSX Venture Exchange (the "Exchange"), approvalof 1323552 B.C. Ltd. as a Control Person of the Company (as defined inthe policies of the Exchange), and approval to convert the full amountof the management fees owing to Mr. Sundher, as required underExchange policies. All other matters put forth to shareholders atthe meeting were also approved.
The Debt Conversion is intended to improve thefinancial condition of the Company as the Company had insufficientcash on hand, and no immediate source of cash that would be sufficientto satisfy the debt. In addition, the Debt Conversion is expected toenhance the ability of the Company to attract capital on acost-effective basis and to improve the ability of the Company toattract acquisition, business or other corporate opportunities.
All Common Shares issued pursuant to the DebtConversion are subject to a four month hold period required underapplicable securities laws and the policies of the Exchange.
In addition, the Company announces that it hasappointed Ranjeet Sundher as Interim Chief Executive Officer,replacing Darold Parken who remains thePresident and a director of the Company.
The Debt Conversion completes DeepMarkit’s capitalreorganization which comprised the recently completed working capitalinjection, the elimination of all corporate debt and the establishmentof a new controlling shareholder who has been instrumental in thedevelopment of our current business and technology. Management andshareholders are aligned with the intention to seek out acquisitionsto expand DeepMarkit’s business of data driven software tools forbusinesses of all types and sizes. New software tools and businessmodels with which we can leverage our extensive investment in theDeepMarkit platform will be the foundation of our new path to the goalof creating value for our shareholders.
Several new opportunities are currently being evaluatedand additional opportunities will be sought.
Early Warning Disclosure
Ranjeet Sundher held, directly and indirectly, 95,000Common Shares directly prior to the Debt Conversion, representingapproximately 1.31% of the issued and Common Shares. Pursuant to theDebt Conversion, Mr. Sundher acquired, directly and indirectly through1323552 B.C. Ltd., 13,360,974 Common Shares, resulting in aggregateownership of approximately 65.42% of the issued and outstanding CommonShares of the Company. Mr. Sundher has no additional options,warrants, or other securities convertible or exchangeable for CommonShares. All Common Shares held by Mr. Sundher are held forinvestment purposes and Mr. Sundher has no present intention todispose of or acquire further Common Shares. In the future, Mr.Sundher may, from time to time, increase or decrease his direct andindirect ownership, control or direction over Common Shares or othersecurities of the Company through market transactions, privateagreements or otherwise, depending on market conditions and otherrelevant factors.
A copy of the early warning report filed by Mr. Sundherin connection may be obtained by contacting Mr. Sundher, at 403-537-0067, and will be available underthe Company's profile on SEDAR at www.sedar.com.
AboutDeepMarkit
DeepMarkit is a technology company focused on creating new tools andtechnologies to aid businesses in sales development and increasingprofitability.
DeepMarkit’s Common Shares are listed on the TSX Venture Exchange,symbol MKT.
For more information, please contact:
Interim CEO
Ranjeet Sundher
Tel: 403-537-0067
Email: corp@deepmarkit.com
Neither the TSX Venture Exchange nor its Regulation ServicesProvider (as that term is defined in the policies of the TSX VentureExchange) accepts responsibility for the adequacy or accuracy of thisnews release.
CAUTIONARYSTATEMENT
Statements in this press release may containforward-looking information. Any statements that are contained in thispress release that are not statements of historical fact may be deemedto be forward-looking statements, including statements relating to thecompany's ability to attract capital and to identify and completeacquisitions. The reader is cautioned that assumptions used in thepreparation of any forward-looking information may prove to beincorrect. Events or circumstances may cause actual results to differmaterially from those predicted, as a result of numerous known andunknown risks, uncertainties, and other factors, many of which arebeyond the control of DeepMarkit. Factors that could cause the actualresults to differ materially from those in forward-looking statementsinclude, but are not limited to, failure to obtain necessary finalregulatory approvals and the failure to find or complete new businessacquisitions. The reader is cautioned not to place undue reliance onany forward-looking information.
The forward-looking statements contained in thispress release are made as of the date of this press release andDeepMarkit does not undertake any obligation to update publicly or torevise any of the included forward-looking statements, whether as aresult of new information, future events or otherwise, except asrequired by securities law.
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