TORONTO, Feb. 06, 2018 (GLOBE NEWSWIRE) -- Rex Opportunity Corp. (“Rex”) announces the following developments:
Loan
Rex has borrowed $60,000 (the “Loan”) repayable on demand and bearing interest of prime plus 5%, used to pay an outstanding regulatory costs order.
Shares for Debt
Rex has agreed to 4,783,487 shares at $0.05 per share to settle $239,174.33 of outstanding debt, including the Loan.
Early Warning
Bruce Reid has acquired or agreed to acquire an aggregate of 19,689,159 shares of Rex as to 16,369,159 shares by way of private share purchase agreements at $0.0107 per share for $175,000 total and 3,320,000 shares at $0.05 per share for $166,000 total on settlement of debt. Together with 100,000 shares (0.45%) held immediately before the transactions, Mr. Reid will hold 19,789,159 shares (76.97%) upon completion of the transactions. Mr. Reid does not presently have any plans or future intentions though may consider acquisitions or dispositions of securities, corporate transactions, changes to the board of directors or management or changes to Rex’s business or corporate structure or proxy solicitation, depending on market conditions and other factors.
To obtain a copy of the report required under early warning requirements contact Jim Boyle (416) 867-8800.
Related Party Transaction
The shares for debt transaction includes $16,001.44 owed to Boyle & Co. LLP a law firm in which directors of Rex are partners which may be considered a related party transaction for the purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Immediately following the closing of the shares for debt transaction, Boyle & Co. LLP will, directly or indirectly, beneficially own or control 2,461,302 common shares representing approximately 9.5% of the Company.
The shares for debt transaction with Boyle & Co. LLP is exempt from the formal valuation and minority approval requirements of MI 61-106 in reliance on the Issuer Not Listed on Specified Markets exemption set out in section 5.5(b) and the Fair Market Value Not More than 25% of Market Capitalization exemption set out in section 5.7(a) of MI 61-101.
As the related party transaction is less than 10% of the shares for debt transaction, the expected date of closing is less than 21 days, which shorter period is both reasonable and necessary in the circumstances.
For further information contact:
Rex Opportunity Corp.
Jim Boyle, President and CEO
Email: rex@boyleco.com
No securities regulatory authority, stock exchange or regulatory services provider has reviewed or accepts responsibility for the content of this release.