Gensource Potash Announces Completion of Shares for Debt Transaction

Executive Summary

• Gensource Potash Corporation issued 9,866,668 common shares at a deemed price of $0.15 per share to fully settle $1,480,000 in outstanding unsecured promissory notes owed to four company directors.
• The transaction is classified as a related party transaction under MI 61-101 but is exempt from formal valuation and minority shareholder approval requirements, as the fair market value does not exceed 25% of the company's market capitalization.
• The shares were issued via private placement and are subject to a statutory hold period of four months and one day from the issuance date.

Key Details

• Transaction Structure: Issuance of 9,866,668 common shares in full payment of $1,480,000 in outstanding unsecured, non-interest bearing promissory notes.
• Deemed Price: $0.15 per Common Share.
• Creditors/Counterparties: Four directors of Gensource Potash Corporation.
• Regulatory Status: Related party transaction under Multilateral Instrument 61-101; exempt from formal valuation and minority shareholder approval per sections 5.5(a) and 5.7(1)(a) as the fair market value is ≤ 25% of market cap.
• Hold Period: Four months and one day from the date of issuance per applicable securities laws.
• Placement Basis: Private placement.

Notable Quotes

• Mike Ferguson, President and CEO: "We are pleased to complete this transaction. Our directors' continued support and participation alongside shareholders reinforces confidence in the Company's strategy, momentum, and ability to deliver long-term value."