Toronto, Ontario--(Newsfile Corp. - June 7, 2013) - Further to its press release dated April 17, 2013, Mega View Digital Entertainment Corporation (NEX: MVD.H) (the "Company") is pleased to announce the completion of the previously-announced debt settlement transaction (the "Debt Settlement") after receiving approval from the NEX Board of the TSX Venture Exchange ("TSX-V") and from the Company's shareholders. Pursuant to the Debt Settlement, the Company issued a total of 4,078,247 common shares to certain creditors, who are also are insiders of the Company, at a deemed issue price of $0.05 per common share in settlement of debts owed by the Company in the aggregate amount of $203,912.35. The debts settled included unsecured loans and a promissory note plus accrued interest. The common shares issued pursuant to the Debt Settlement are subject to a statutory four-month and one day hold. Completion of the Debt Settlement resulted in the creation of two new control persons, and a change of effective control of the Company (as such terms are defined in the policies of the TSX-V).
The participation in the Debt Settlement by persons who are insiders of the Company, and are therefore "related parties" of the Company, constituted a "related party transaction" (as such terms are defined by Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101")), requiring the Company, in the absence of exemptions, to obtain a formal valuation for, and minority shareholder approval of, the related party transaction. The Company relied on the exemption to the formal valuation requirement set out in paragraph (b) of Section 5.5 of MI 61-101, pursuant to which formal valuation is not required where no securities of an issuer carrying out a related party transaction are listed or quoted on certain stock exchanges. The Company determined that no exemption to the minority approval requirement was available. However, the Debt Settlement received the requisite minority approval for the Debt Settlement at a special meeting of shareholders of the Company held on May 16, 2013. The participation by each of the related parties in the Debt Settlement was approved by directors of the Company who are independent of such related parties.
ON BEHALF OF THE BOARD OF DIRECTORS
For further information:
Mega View Digital Entertainment Corporation
Si Quan -
Chief Executive
Officer
Tel: 647.478.8468
Fax: 905.475.9511
CAUTIONARY STATEMENT: Neither the TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V ) accepts responsibility for the adequacy or accuracy of this release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.
