BlockchainK2 closes debt settlement, issues 4.2M shares

Executive Summary
- BlockchainK2 Corp. closed a debt settlement, extinguishing $232,098.37 of indebtedness by issuing 4,219,970 common shares at C$0.055 per share.
- The transaction includes a related‑party component: 1,646,469 of the settlement shares were issued to Mr. Sergei Stetsenko, representing a material increase in his ownership stake.
- Closing is subject to TSX Venture Exchange approval and relies on exemptions under MI 61‑101.
Key Details
- Debt extinguished: $232,098.37 (down from the previously announced $317,098.37).
- Shares issued for settlement: 4,219,970 common shares at C$0.055 per share.
- Related‑party portion: 1,646,469 shares issued to Mr. Sergei Stetsenko (consideration of $90,555.77).
- Exemptions relied upon: MI 61‑101 sections 5.5(a) and 5.7(1)(a), as the fair market value of the settlement shares is < 25 % of the company’s market capitalization.
- Regulatory condition: Closing subject to approval by the TSX Venture Exchange.
Ownership Impact – Pre‑Settlement (Mr. Stetsenko)
* Shares owned/controlled: 4,941,228
Warrants held: 346,694
Stock options held: 384,806
Non‑diluted ownership: ~16.3 %
Partially diluted ownership (assuming exercise): ~16.1 %
Ownership Impact – Post‑Settlement (Mr. Stetsenko)
* Shares owned/controlled: 6,587,697
Warrants held: 346,694
Stock options held: 384,806
Non‑diluted ownership: ~19.1 %
Partially diluted ownership (assuming exercise): ~20.7 %
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Warrant restriction: Mr. Stetsenko may not exercise warrants that would raise his holdings above 19.9 % without providing 61 days’ notice to the company.
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Purpose of securities held by Mr. Stetsenko: Investment for long‑term view; future acquisitions or dispositions possible based on market and business conditions.
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Early warning report: Available on SEDAR+ and upon request at BlockchainK2’s Vancouver address or phone number provided.
Notable Quotes
(No direct quotes were included in the release.)