Edgewater Wireless Systems Inc. (TSX-V: YFI) (OTC: KPIFF) (the “Company” or “Edgewater Wireless”) announces that it has settled its obligation to pay an aggregate of $18,047.12 in interest as of June 1, 2024 and $18,047.12 in interest as of September 1, 2024 to the holders of its unsecured debentures issued September 1, 2022 (the “Debentures”) through the issuance of an aggregate of 360,936 and 360,936 common shares of the Company at a deemed price of $0.05 per share (the “Shares”). The Shares are issued in full satisfaction of the June 1, 2024, and September 1, 2024, interest payment obligation in accordance with the terms of the Debentures. The debt settlement has been approved by the TSX Venture Exchange.
Certain directors of the Company received an aggregate of 139,130 Shares and therefore the share issuance constitutes a “related party transaction” as that term is defined in Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company will rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of the Shares nor the debt exceeds 25% of the Company’s market capitalization.
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