Mr. Liran Brenner reports
SUPERBUZZ CLARIFIES DISCLOSURE RELATING TO SHARES FOR DEBT TRANSACTION
Superbuzz Inc. is clarifying disclosure included in its press release dated Feb. 21, 2024.
The February press release noted that an aggregate of $1.2-million of debt was being settled through the issuance of 40 million units consisting of one common share in the capital of the company and one warrant. Each warrant shall entitle the holder to acquire one common share for a period of 24 months from the closing date of the debt settlement transaction (as defined herein) at an exercise price of five cents per common share. The company would like to clarify that an aggregate of $1,199,298.66 of debt is being settled. A total of 36,929,955 units will be issued to arm's-length creditors to settle $1,107,898.66 of debt, at a price of three cents per unit, and 3,046,667 common shares will be issued to non-arm's-length creditors to settle $91,400.00 of debt.
The debt settlement transaction constitutes a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transaction because $91,400.00 of debt being settled is with insiders of the company. The company is relying on exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as the fair market value of the debt settlement transaction does not exceed 25 per cent of the market capitalization of the company, as determined in accordance with MI 61-101.
About Superbuzz Inc.
Superbuzz is revolutionizing how people interact with technology. Its AI (artificial intelligence) platform leverages GPT-3 to automate many processes, including push notifications and content creation. The platform simplifies the user experience, allowing for advanced digital interaction that cuts back on manual tasks. Moreover, Superbuzz's AI platform intelligently responds to small and medium-sized businesses' unique needs, making it an incredibly reliable and powerful tool for various applications.
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