ARCPOINT ANNOUNCES PROPOSED SHARES FOR DEBT SETTLEMENT
13 July 2024 - 6:01AM
ARCpoint Inc. (TSXV: ARC) (the “
Company” or
“
ARCpoint”) is pleased to announce that it has entered into
a debt settlement agreement (the “
Agreement”) with a
director of the Company to settle an outstanding debt of
CAD$153,565 (the “
Debt”) owed pursuant to a loan made to a
subsidiary of the Company. The loan was made on June 12, 2024, in
the principal amount of CAD$152,296 and carries an interest rate of
10% per annum.
Pursuant to the Agreement the Company has agreed
to issue 1,396,046 Class A Subordinate Voting Shares in the capital
of the Company (the “Settlement Shares”) at a price of
CAD$0.11 per Settlement Share in full and final satisfaction of the
Debt.
The issuance of Settlement Shares to Adam Ho, a
director of the Company, will be considered to be a "related party
transaction" as defined under Multilateral Instrument 61-101 –
Protection of Minority Securityholders in Special Transactions
("MI 61-101"). The issuance of Settlement Shares, as it
relates to Mr. Ho, is exempt from the minority approval and formal
valuation requirements of MI 61-101 pursuant to subsections 5.5(a)
and 5.7(1)(a) of MI 61-101.
The debt settlement is subject to approval by
the TSX Venture Exchange.
About ARCpoint Inc.
ARCpoint is a leading US-based franchise system
that leverages technology along with brick-and-mortar locations to
give businesses and individual consumers access to convenient,
cost-effective healthcare information and solutions with
transparent, up-front pricing, so that they can be proactive and
preventative with their health and well-being. ARCpoint is based in
Greenville, South Carolina, USA. ARCpoint Franchise Group LLC,
formed under the laws of the state of South Carolina in February
2005, is the franchisor of ARCpoint Labs and supports over 130
independently owned locations. ARCpoint sells franchises to
individuals throughout the United States and provides support in
the form of marketing, technology and training to new franchisees.
ARCpoint Corporate Labs LLC develops corporate-owned labs committed
to providing accurate, cost-effective solutions for customers,
businesses and physicians. AFG Services LLC serves as the
innovation center of the ARCpoint group of companies as it builds a
proprietary technology platform and a physician network to equip
all ARCpoint labs with best-in-class tools and solutions to better
serve their customers. The platform also digitalizes and
streamlines administrative functions such as materials purchasing,
compliance, billing and physician services for ARCpoint franchise
labs and other clients.
For more information, please contact:
ARCpoint Inc.Jason Tong, Chief Financial Officer
Phone : (604) 889-7827E-mail : invest@arcpointlabs.com
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this Press release.
CAUTIONARY STATEMENT
REGARDING FORWARD-LOOKING INFORMATION
:
This news release contains statements which
constitute “forward-looking information” within the meaning of
applicable securities laws, including statements regarding the
plans, intentions, beliefs and current expectations of the Company
with respect to future business activities and plans of the
Company. Forward-looking information is often identified by the
words “may”, “would”, “could”, “should”, “will”, “intend”, “plan”,
“anticipate”, “believe”, “estimate”, “expect” or similar
expressions and includes information regarding the settlement of
the Debt.
Such forward-looking information and
statements are based on numerous assumptions, including among
others, that the Company will receive the necessary regulatory and
TSX Venture Exchange approvals to issue the Settlement Shares in
full and final satisfaction of the Debt. Although the assumptions
made by the Company in providing forward-looking information or
making forward-looking statements are considered reasonable by
management at the time, there can be no assurance that such
assumptions will prove to be accurate.
There can be no assurance that such
statements will prove to be accurate and actual results and future
events could differ materially from those anticipated in such
statements. Important factors that could cause actual results to
differ materially from the Company’s plans or expectations include
the risk that the Company will not receive regulatory approval with
respect to the settlement of the Debt at all or in the timeline
anticipated by management.
Although the Company has attempted to
identify important factors that could cause actual results to
differ materially from those contained in the forward-looking
information or implied by forward-looking information, there may be
other factors that cause results not to be as anticipated,
estimated or intended. There can be no assurance that
forward-looking information and statements will prove to be
accurate, as actual results and future events could differ
materially from those anticipated, estimated or intended.
Accordingly, readers should not place undue reliance on
forward-looking statements or information.
The Company expressly disclaims any
intention or obligation to update or revise any forward-looking
statements whether as a result of new information, future events or
otherwise except as otherwise required by applicable securities
legislation.
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