VANCOUVER, February 06, 2017 – Ceylon Graphite Corp. (TSX-V: CYL) (“Ceylon” or the “Company”) is pleased to announce proposed shares-for-debt transactions (the “Proposed Transactions”), made in order to preserve its cash, in which Ceylon would issue up to 3,000,000 common shares (“Common Shares”) at a price of $0.20 per share to certain directors and consultants of the Company in connection with the settlement of an aggregate of up to $600,000 of debt relating to unpaid director and consulting fees and expenses.
The Proposed Transactions will be completed pursuant to agreements with such creditors and are conditional on TSX Venture Exchange approval.
All securities to be issued pursuant to these agreements are subject to a 4-month hold period.
As certain insiders will be participating in the Proposed Transactions, those transactions will be considered related party transactions subject to TSX-V Policy 5.9 and Multilateral Instrument 61-101. The Company will be exempt from the need to obtain minority shareholder approval and a formal valuation as required by MI 61-101 as the fair market value of the shares for the applicable debt transactions will not exceed 25% of the Company’s market capitalization.
About the Company
The Company is a mineral exploration and development company that is focused on its graphite projects located in Sri Lanka.
For further information, please contact:
Company Contact
Bharat Parashar
CEO and Director
bharat.parashar@ ceylongraphite.com
Neither 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:
This news release contains forward-looking information as such term is defined in applicable securities laws, which relate to future events or future performance and reflect management’s current expectations and assumptions. The forward-looking information includes statements about Ceylon Graphite’s grids, Ceylon Graphite’s plans to undertake additional drilling and to develop a mine plan, and to commence establishing mining operations. Such forward-looking statements reflect management’s current beliefs and are based on assumptions made by and information currently available to Ceylon Graphite, including the assumption that, there will be no material adverse change in metal prices, all necessary consents, licenses, permits and approvals will be obtained, including various Local Government Licenses and the market. Investors are cautioned that these forward-looking statements are neither promises nor guarantees and are subject to risks and uncertainties that may cause future results to differ materially from those expected. Risk factors that could cause actual results to differ materially from the results expressed or implied by the forward-looking information include, among other things, an inability to reach a final acquisition agreement, inaccurate results from the drilling exercises, a failure to obtain or delays in obtaining the required regulatory licenses, permits, approvals and consents, an inability to access financing as needed, a general economic downturn, a volatile stock price, labour strikes, political unrest, changes in the mining regulatory regime governing Ceylon Graphite, a failure to comply with environmental regulations and a weakening of market and industry reliance on high quality graphite. Ceylon Graphite cautions the reader that the above list of risk factors is not exhaustive.
These forward-looking statements are made as of the date hereof and, except as required under applicable securities legislation, Ceylon Graphite does not assume any obligation to update or revise them to reflect new events or circumstances. All of the forward-looking statements made in this press release are qualified by these cautionary statements and by those made in our filings with SEDAR in Canada (available at www.sedar.com)
