Vancouver, British Columbia – October 26, 2015 – Aston Bay Holdings Ltd. (TSX-V: BAY) (“Aston Bay” or the “Company”) announces that it has issued an aggregate 612,321 common shares at a deemed per share price of $0.14 to settle an aggregate $85,725 of accrued consulting fees owing to an arm’s length consulting advisor, as well as to a director/officer of Aston Bay, as previously announced September 21, 2015, with the intent of preserving its cash for exploration activities and operations.
Bruce Counts, a director and the Company’s Chief Operating Officer, participated in the shares-for-debt transaction, resulting in related-party considerations pursuant to TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company relied on Section 5.5(a) of MI 61-101 for an exemption from the formal valuation requirement and Section 5.7(1)(a) of MI 61-101 for an exemption from the minority shareholder approval requirement of MI 61-101 as the fair market value of the transaction insofar as the transaction involved interested parties did not exceed 25% of the Company’s market capitalization.
All shares issued pursuant to the debt settlement transactions are subject to a hold period until February 27, 2016, in accordance with applicable Canadian securities legislation and the policies of the Exchange.
Aston Bay now has 38,773,089 common shares issued and outstanding.
About Aston Bay Holdings
Aston Bay Holdings Ltd. (TSX-V: BAY) is a publicly traded mineral exploration company focused on the 641,416-acre (259,572-hectare) Aston Bay Property located on northwest Somerset Island, Nunavut. The Property hosts the Storm Copper and Seal Zinc prospects where historic drilling has confirmed the presence of sediment-hosted copper and zinc mineralization. Aston Bay holds the right to earn or buy up to a 100% undivided interest in the Storm Property from Commander Resources Ltd. (TSX-V: CMD).
On behalf of the Board of Directors,
Benjamin Cox, Chief Executive Officer
Telephone: (360) 262-6969
For further information about Aston Bay Holdings Ltd. or this news release, please visit our website at www.astonbayholdings.com.
Neither the TSX Venture Exchange Inc. 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 release.
This news release contains certain statements that may be deemed “forward-looking statements”. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward- looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward-looking statements. Forward- looking statements are based on the beliefs, estimates and opinions of the Company’s management on the date the statements are made. Except as required by law, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.
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