Enlighta Inc. Announces Private Placement and Debt Settlement
TORTOLA, BVI / ACCESSWIRE / June 7, 2022 / Enlighta Inc. (TSXV:NLTA) (“Enlighta” or the “Company”) announces a non-brokered private placement consisting of the issuance of up to 11,800,000 common shares at a price of $0.055 per common share for gross proceeds of up to $649,000 (“Private Placement”) from Dr. Bruno Wu, a current ‘control person’ as defined by the TSX Venture Exchange (the “Exchange”) policies with current direct or indirect holdings of common shares of the Company in excess of 20%. Dr. Wu currently has 4,236,052 (24.8%) direct or indirect holding of common shares of the Company and on completion of the Private Placement, Dr. Wu will have common share holdings of 16,036,052 (48.42%).
The proceeds will be used for advancing the research and development of Company’s oncology assets, artificial intelligence platform and other previously acquired intellectual properties ($300,000), business development ($200,000) and general corporate and working capital purposes ($149,000).
As Dr. Wu is a ‘Related Parties’ within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions of the Canadian Securities Administrators (the “Instrument”), the Private Placement constitutes a ‘related party transaction’ under the Instrument. However, the Private Placement is exempt from the formal valuation and minority shareholder approval requirements of the Instrument by virtue of s. 5.5(c) – distribution of securities for cash; and 5.7(b) – fair market value of not more than $2,500,000, respectively.
Concurrently, the Company announces that it will issue up to 10,000,000 common shares at a price of $0.055 per common share as settlement for existing debt (“Debt Settlement”). Final amounts and details to be negotiated with existing debt holders which include Dr. Wu and current Directors and Officers of the Company. No new control persons will arise as part of the Debt Settlement.
The issuance of common shares in connection with the Private Placement and Debt Settlement will be subject to approval by at least two-thirds of the Company’s independent directors (“Board Approval”) and Exchange and/or other regulatory approval. To meet the requirements of Board Approval, the Company is currently conducting a search to appoint two independent directors that will be subject to background clearance and approval by the Exchange. The common shares issued pursuant to the Private Placement and Debt Settlement will be subject to a four-month hold period in accordance with applicable securities legislation.
Neither the Company nor, to the knowledge of the Company after reasonable inquiry, Dr. Wu has knowledge of any material information concerning the Company or its securities that has not been generally disclosed.
About Enlighta Inc.
Enlighta is a healthcare technology company positioned to provide Artificial Intelligence driven healthcare solutions and enable the transformation of intelligent medical services.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Statements:
Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs regarding future events of management of Enlighta. This information and these statements, referred to herein as “forward‐looking statements”, are not historical facts, are made as of the date of this news release and include without limitation, statements regarding discussions of future plans, estimates and forecasts and statements as to management’s expectations and intentions with respect to the agreements with Enlighta. These statements generally can be identified by use of forward-looking terms such as “may”, “will”, “expect”, “estimate”, “anticipate”, “intends”, “believe” or “continue” or the negative thereof or similar variations. These forward‐looking statements involve numerous risks and uncertainties and actual results might differ materially from results anticipated in any forward-looking statements. Enlighta does not assume any obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward looking-statements, other than as required by applicable securities laws.
For further information, please contact:
Alan Tam, CPA, CA
CFO, Enlighta Inc.
(604) 200-8028
SOURCE: Enlighta Inc.
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