Calgary, Alberta – TheNewswire – November 4, 2021 – Paleo Resources, Inc. (“Paleo” or the “Corporation”) (TSXV:PRE) (OTC:PRIEF) announced today that, further to its April 8, 2021 news releases, it settled outstanding indebtedness in the aggregate amount of CDN$3,085,218.75 owing to the former holders of the outstanding 2019 debentures, through the issuance of an aggregate of 89,172,302 common shares of the Corporation at a deemed price of CDN$0.03 per share (the “Debt Settlement”). The common shares issued in connection with the Debt Settlement are subject to a hold period that expires on March 5, 2022.
Roger S. Braugh, Jr. (“Braugh”), a director and officer of Paleo and Chris Pettit & Associates PC, controlled by Christopher J. Pettit, a director of Paleo, as trustee of a Trust (the “Trust”) each acquired 12,392,285 common shares pursuant to the Debt Settlement and, accordingly, the Debt Settlement is a related party transaction for the purposes of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 (the “Related Party Policies”). Paleo has determined that exemptions from the various requirements of the Related Party Policies are available in connection with the Debt Settlement (Formal Valuation – Issuer Not Listed on Specified Markets; Minority Approval – Financial Hardship).
As noted above, each of Braugh and the Trust acquired 12,392,285 common shares (representing 2.32% of the issued and outstanding common shares). In addition, Todo Gato Holdings, LLC (“Todo Gato”) acquired 51,420,333 common shares (representing 9.61% of the issued and outstanding common shares). Prior to the offering, Braugh held 134,978,138 common shares, or approximately 30.29% of the total issued and outstanding common shares and a convertible secured debenture in the principal amount of CDN$323,277. Braugh now controls 147,370,423 common shares, or approximately 27.55% of the total issued and outstanding common shares. Prior to the offering, Chris Pettit & Associates PC controlled 121,463,138 common shares, or approximately 27.25% of the total issued and outstanding common shares and a convertible secured debenture in the principal amount of CDN$323,277. Chris Pettit & Associates PC now controls 133,855,423 common shares, or approximately 25.03% of the total issued and outstanding common shares. Prior to the offering, Todo Gato held 10,500,000 common shares, or approximately 2.36% of the total issued and outstanding common shares. Todo Gato now owns 61,920,333 common shares, or approximately 11.58% of the total issued and outstanding common shares. The acquisition of the common shares by Braugh, the Trust and Todo Gato were made for investment purposes. Each of Braugh, the Trust and Todo Gato may increase or decrease their investment in Paleo depending on market conditions or any other relevant factors. The head office address for Paleo is 716 S. Frio St., Suite 201, San Antonio, Texas 78207. The address for Braugh is 7 Hewit Dr., Corpus Christi, Texas 78404. The address for Chris Pettit & Associates PC is 11902 Rustic Lane, San Antonio, Texas 78230. The address for Todo Gato is 16 Cascade Caverns Rd., Boerne, Texas 78015.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as the term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Paleo Resources, Inc. is an oil and natural gas and mineral exploration company headquartered in San Antonio, Texas. The Corporation’s common shares are listed on the TSX Venture Exchange under the trading symbol "PRE" and on the OTCQB as "PRIEF".
For further information please contact:
Roger S. Braugh, Jr.
Interim Chief Executive Officer and Chairman of the Board
Email: [email protected]
Paleo Resources, Inc.
716 S. Frio St. Suite 201
San Antonio, Texas 78207
Telephone: 254-699-0975
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