Toronto, Ontario--(Newsfile Corp. - August 17, 2023) - Rigel Technologies Inc. (the "Company") wishes to announce a corporate update, consisting of: i) board and management changes; and ii) completion of debt settlement and filing of an early warning report thereto.
Board Change
The Company announces that the board of directors of the Company appointed of Jiewei (Jim) Wang as a director of the Company effective August 15, 2023.
Mr. Wang has 15 years of investment banking and private equity investment experience within technology, healthcare and real estate sectors in North America and Asia. Mr. Wang is currently a director for a family office in where he is responsible for investments in diversified sectors. Previously, Mr. Wang had held the position of Senior Investment Director for Fosun International both in New York and Shanghai. Prior to that, Mr. Wang was a Vice President with H.C. Wainwright & Co. and its Rodman & Renshaw unit, where he focused on private placements, IPOs & RTOs, as well as cross-border M&A. Mr. Wang holds a B.A. in Political Science and Business Administration from the University of California at Berkeley.
Debt Settlement
The Company also announces that it has settled an aggregate of $48,271.91 of indebtedness owed to certain non-arms-length creditors through the issuance of an aggregate of 9,654,382 common shares in the capital of the Company (each, a "Shares") of the Company at a price of $0.005 per Share (the "Debt Settlement"). Shares issued in connection with the Debt Settlement are subject to a statutory hold period of four months plus a day from October 14, 2020 in accordance with applicable securities legislation. The Debt Settlement comprised of issuance of 186,966 Shares to each of Philip Small and Jeremy Goldman, directors of the Company, to settle amount due of $934.83 to each of Mr. Small and Mr. Goldman, and 280,450 Shares to Jeremy Rozen, President, CEO and Director of the Company to settle an obligation of $1,402.25 to Mr. Rozen.
Pursuant to the Debt Settlement, FMI Capital Advisory Inc. (collectively, the "FMICA"), agreed to settle $45,000 of indebtedness in exchange for an issuance of 9,000,000 Shares at a price of $0.005 per Share and has filed an early warning report pursuant to applicable securities legislation. Prior to the Debt Settlement, FMICA held 1,911,325 Shares, which represented approximately 20.68% of the issued and outstanding Shares. Following the completion of the Debt Settlement, FMICA held 10,911,325 Shares, representing approximately 57.74% of the then issued and outstanding Shares.
A copy of the Early Warning Report for FMICA will appear on the Company's SEDAR profile and may also be obtained by calling (416) 777-6170. Depending on market and other conditions, or as future circumstances may dictate, FMICA may from time to time increase or decrease its holdings of Shares or other securities of the Company.
The Debt Settlement constituted a "related party transaction" as defined in Multilateral Instrument 61-101 - Protection of Minority Securityholders in Special Transactions ("MI 61-101"), as certain insiders of the Company acquired an aggregate 9,654,382 Shares. The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 due to the fact that the Company is in financial hardship. A material change report will be filed less than 21 days before the closing date of the Debt Settlement. This shorter period is reasonable and necessary in the circumstances to allow the Company to improve its financial position by reducing its accrued liabilities.
FOR FURTHER INFORMATION CONTACT:
Jeremy Rozen, President and CEO
Tel: 905-883-9602
E-Mail: rozenjb@gmail.com
FORWARD-LOOKING STATEMENTS: Certain of the information contained in this news release may contain "forward-looking information". Forward-looking information and statements may include, among others, statements regarding the future plans, costs, objectives or performance of the Company or the assumptions underlying any of the foregoing. In this news release, words such as "may", "would", "could", "will", "likely", "believe", "expect", "anticipate", "intend", "plan", "estimate" and similar words and the negative form thereof are used to identify forward-looking statements. Forward-looking statements should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. Forward-looking statements and information are based on information available at the time and/or management's good-faith belief with respect to future events and are subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond the Company's control. The Company does not intend, nor does the Company undertake any obligation, to update or revise any forward-looking information or statements contained in this news release to reflect subsequent information, events or circumstances or otherwise, except if required by applicable laws.
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