RepliCel Life Sciences Inc. intends to settle debt in the amount of $246,020 owed by the company to certain creditors by the issuance of 1,366,775 common shares of the company at a price of 18 cents per share.
The proposed debt settlement is subject to the approval of the TSX Venture Exchange and entry into debt settlement agreements with the creditors.
All securities issued in connection with the debt settlement will be subject to a statutory hold period expiring four months and one day after issuance of the securities.
Each of David Hall, Peter Lewis, Andrew Schutte, Peter Lowry and Kevin McElwee will be participating in the debt settlement and each are considered to be a related party within the meaning of Multilateral Instrument 61-101 — Protection of Minority Security Holders in Special Transactions and each issuance is considered to be a related party transaction within the meaning of MI 61-101 but each issuance will be exempt from the valuation requirement of MI 61-101 by virtue of the exemption contained in Section 5.5(b) as the company’s 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 RepliCel Life Sciences Inc.
RepliCel is a regenerative medicine company focused on developing cell therapies for aesthetic and orthopedic conditions affecting what the company believes is approximately one in three people in industrialized nations, including aging/sun-damaged skin, pattern baldness and chronic tendon degeneration.
