Original News Release
Trenchant Technologies to issue debentures for debt
Mr. Thomas English reports
TRENCHANT TECHNOLOGIES CAPITAL CORP. ANNOUNCES PROPOSED DEBT SETTLEMENT AND PRIVATE PLACEMENT OF CONVERTIBLE DEBENTURES
Trenchant Technologies Capital Corp. has reached an agreement with the holders of certain debentures issued on April 25, 2024, which matured on April 25, 2025, to settle an aggregate of $518,301.37 in outstanding debt and accrued interest. The settlement will be effected through the issuance of new convertible debentures at a price of $1,000 per debenture. The holders of the outstanding debentures have agreed to accept the new debentures in full satisfaction of the outstanding debt. Additionally, the company has agreed to issue debentures for an additional principal amount of $150,000. The debentures will bear interest at a rate of 12 per cent per annum and will mature one year from the date of issuance. The company anticipates using the proceeds from the additional placement for general working capital purposes.
At the sole option of the holder, the principal amount of the debentures and accrued interest thereon may be converted into common shares in the capital of the company at a conversion price of 10 cents per share, subject to certain adjustments as provided for in the certificates representing the debentures.
All securities issued in connection with the debt settlement and the additional placement will be subject to a statutory hold period expiring four months and one day after the date of issuance of the debentures. Completion of the settlement of the debt settlement and the additional placement is subject to the approval of the Canadian Securities Exchange.
Certain insiders are participating in the debt settlement and the additional placement, and are each considered to be a related party within the meaning of Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). Accordingly, each issuance is considered to be a related-party transaction within the meaning of MI 61-101, but each is exempt from the valuation requirement of MI 61-101 by virtue of the exemption contained in Section 5.5(b) as the company's common shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in Section 5.7(a) of MI 61-101 in that the fair market value of the consideration of the shares to be issued to each related party does not exceed 25 per cent of the company's market capitalization.
About Trenchant Technologies Capital Corp.
Trenchant Technologies is a forward-thinking investment issuer focused on supporting transformative ventures in artificial intelligence, quantum computing and next-generation cybersecurity poised to reshape legacy industries.
We seek Safe Harbor.
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