In particular, the update relates to the subscription by an Insider of the Company,
According to Nameh, due to the uncertainty of Applicable Indian Laws with respect to the subscription of the Nameh Units at the time of closing of the Private Placement, Nameh had not filed an early warning report required by applicable Canadian securities legislation. Nameh has confirmed to the Company that it still owns 17,459,965 common shares of the Company representing 14.07% of the issued and outstanding share total of the Company and its respective insider trading report via the System for Electronic Disclosure by Insiders (SEDI) for all transactions involving securities of the Company during the period in which it has been an insider of the Company is up to date. Nameh's current investment in the Company is for investment purposes only. Nameh will review its investment on an ongoing basis and depending upon such factors that Nameh, may from time to time, deem relevant, may, among other things, acquire additional or dispose securities of the Company.
The Insiders are each considered a "related party" (as such term is defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101")). The participation by the Insiders constitutes a related party transaction as defined under MI 61-101. In aggregate, Insiders purchased 1,739,215 units of the Company (the "Units"). Such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the Units acquired by the interested party, nor the consideration for the Units paid by such interested party, exceed 25% of the Company's market capitalization. The Company did not file a material change report more than 21 days before the closing of the Private Placement as the participation therein by the Insiders was not settled until shortly prior to the closing of the Private Placement.
The Company also announces the resignation of its interim Chief Financial Officer,
The press release contains "forward-looking statements" within the meaning of applicable securities laws. Forward-looking statements can be identified by words such as: "anticipate," "intend," "plan," "budget," "believe," "project," "estimate," "expect," "scheduled," "forecast," "strategy," "future," "likely," "may," "to be," "could," "would," "should," "will" and similar references to future periods or the negative or comparable terminology, as well as terms usually used in the future and conditional. An example of a forward-looking statement in this news release is the intended replacement of the Chief Financial Officer and the statements from Nameh as it relates to their security holdings of the Company. These forward-looking statements are based on assumptions as of the date they are provided. However, there can be no assurance that such assumptions will reflect the actual outcome of such items or factors.
Additionally, there are known and unknown risk factors that could cause the Company's actual results and financial conditions to differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important risk factors that could cause actual results and financial conditions to differ materially from those indicated in the forward-looking statements, include among others: reliance on key personnel, general economic, market and business conditions and market volatility. All forward-looking information is qualified in its entirety by this cautionary statement, and the Company disclaims any obligation to revise or update any such forward-looking statement or to publicly announce the result of any revisions to any of the forward-looking information contained herein to reflect future results, events or developments, except as required by law.
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