PharmaGap Announces Conversion of Amounts Owed to Founding Directors Into Common Shares
11 May 2011 - 6:00AM
Marketwired
PharmaGap Inc. (TSX VENTURE: GAP) (OTCBB: PHRGF) ("PharmaGap" or
"the Company") today announced that it has reached agreement with
Dr. Jenny Phipps, Mr. Robert Letellier, and Mr. Daniel Larkin, (the
"Subscribers") each of whom is a director and founder of the
Company, to convert an aggregate amount of $170,834 owed by the
Company to the Subscribers in respect of outstanding amounts
originating in the years 2001 through 2003 into common shares at a
price of $0.0945 per common share. Pursuant to the agreements a
total of 1,807,766 common shares will be issued to the Subscribers
in settlement of the debt owing to them. Following the conversion,
the Subscribers will own an aggregate total of 6,568,958 common
shares, being approximately 5.3% of the 124,643,299 common shares
then outstanding.
The common shares will be issued pursuant to TSX Venture
Exchange ("TSX-V") Policy 4.3, "Shares for Debt", and the issuance
is subject to approval by the TSX-V. The common shares, when
issued, will be subject to a hold period of four months and one day
from the date of issue.
In its consideration and approval of this transaction, the
company's board of directors (the "Board") took note of the fact
that the agreements with the Subscribers are related party
transactions, as defined in Multilateral Instrument 61-101 -
Protection of Minority Security Holders in Special Transactions
("MI 61-101") and that it is in the best interests of the Company
to conclude the agreements expeditiously. The Board determined that
the transactions are exempt from the formal valuation and minority
approval requirements of MI 61-101 under sections 5.5(a) and 5.7(a)
of MI 61-101 respectively. Individual directors with an interest in
the transactions complied with the requirements of s. 120 of the
Canada Business Corporations Act in respect of the
transactions.
About PharmaGap Inc.
PharmaGap Inc. (TSX VENTURE: GAP), based in Ottawa, ON, is a
biotechnology company with a core focus on developing novel
therapeutic compounds for the treatment of cancer. PharmaGap's
research platform targets cellular signalling pathways controlled
by Protein Kinase C (PKC) isoforms. PharmaGap's lead drug compound,
PhG-alpha-1, is in preclinical development. The Company's strategy
is to out-license drug compounds to larger life sciences companies
at the preclinical stage. For more information please visit
www.pharmagap.com.
Note: The TSX-Venture Exchange does not accept responsibility
for the adequacy or accuracy of this release. No Securities
Commission or other regulatory authority having jurisdiction over
PharmaGap has approved or disapproved of the information contained
herein. This release contains forward looking statements that may
not occur or may change materially.
Contacts: PharmaGap Inc. Robert McInnis President & CEO
613-990-9551 bmcinnis@pharmagap.com
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