MONTREAL, QUEBEC -- (Marketwired) -- 07/10/13 -- Corporation Gold Treegenic ("Treegenic" or the "Corporation"), is seeking to raise up to $150,000 through the issue of a non-brokered private placement of units (the "Units") at a price of $0.10 per Unit. Each Unit will consist of one common share and one common share purchase warrant ("Warrant"). Each Warrant will be exercisable at a price of $0.20 at any time within twelve (12) months from date of issue. A finder's fee may be issued to arm's length parties who introduce subscribers to the Corporation, and is payable in cash, shares, and / or warrants subject to compliance with applicable regulation. All securities issued under the offering will be subject to a four-month statutory hold period.
Treegenic confirms that it will hold its Annual and Special Meeting of shareholders (the "Meeting") on Tuesday, August 20, 2013 at 11:00 a.m. at the office of Langlois Kronstrom Desjardins LLP, located at Scotia Tower, 1002 Sherbrooke W., 28th Floor, Montreal, Quebec. The record date for shareholders entitled to vote at the AGM is July 23, 2013.
The Corporation intends to request shareholders' approval, without limitation, for the following items:
(i) Election of the Corporations directors;(ii) Appointment of the Corporation's auditors;(iii) Ratification of corporate actions;(iv) Ratification of new Bylaws;(v) Approval of the stock option plan; and(vi) 20 to 1 consolidation of the Corporation's issued and outstanding share capital.
For more information on the Meeting, an information circular (the "Circular") will be mailed to the Corporation's shareholders in connection with the Meeting and will be available for consultation on the System for Electronic Document Analysis and Retrieval ("SEDAR") at www.sedar.com.
The Corporation is also please to announce that it has entered into agreements with certain creditors to satisfy substantially all of its short and long term outstanding debt through the issuance, on a non-brokered basis, of 88,411,600 common shares in the capital of the Corporation (the "Common Shares"), 13,182,400 of which at a deemed price of $0.00125 per share and 75,229,200 at a deemed price of $0.0025. Pursuant to executed agreements with debt holders, the Corporation satisfied indebtedness of $204,551 in outstanding principal and accrued interest through the issuance of the Common Shares (the "Debt Settlement").
Mr. Robert Seguin, Director of the Corporation, has subscribed to 1,044,400 Common Shares. No other insider of the Corporation participated in the Debt Settlement. Mr. Seguin will own or control 1,044,400 Common Shares or 1.02% of the outstanding common shares of the Corporation.
The Common Shares will be subject to a statutory hold period of four months ending November 9, 2013.
In its consideration and approval of the Debt Settlement, the board of directors of the Corporation (the "Board") noted that the Debt Settlement, as relates to the agreement involving Mr. Robert Seguin, constitutes a "related party transaction" as such term is defined in Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Board determined that completion of the Debt Settlement and the elimination of a majority of the Corporation's outstanding debt were in the best interests of the Corporation. The Board determined that the Debt Settlement was exempt from the formal valuation and minority shareholders' approval requirements of MI 61-101, respectively under section 5.5(g) and 5.7(e) of MI 61-101.
About Corporation Gold Treegenic
Treegenic is an early stage mineral exploration company that is mainly focused on the acquisition, exploration and development of mining properties. However, the Corporation currently has no assets other than cash.
Cautionary Note Regarding Forward-Looking Statements
This release includes certain statements that may be deemed to be "forward-looking statements". All statements in this release, other than statements of historical facts, that address events or developments that management of the Corporation expects, are forward-looking statements. These statements include the possible conversion of inferred resources into higher confidence categories of resources. Although management believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance, and actual results or developments may differ materially from those in the forward-looking statements. The Corporation undertakes no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change. Factors that could cause actual results to differ materially from those in forward-looking statements, include market prices, exploration and development successes, continued availability of capital and financing, and general economic, market or business conditions. Please see the public filings of the Corporation at www.sedar.com for further information.
Corporation Gold Treegenic
President and Secretary