VANCOUVER, Nov. 8, 2016 /CNW/ - RYU Apparel Inc. (the "Company") (TSX VENTURE: RYU & Frankfurt Stock Exchange: RYA), a global, tailored urban athletic apparel and accessories brand engineered for the fitness, training and performance of the multi-discipline athlete, announces its intention to settle debt (the "Debt Settlement") in the amount of $710,000 owed by the Company to Marcello Leone, the Company's CEO, President and Chairman of the Board, in exchange for 5,680,000 units of the Company (each, a "Unit"). Each Unit will be issued at a deemed price of $0.125 and will consist of one common share and one share purchase warrant (each, a "Warrant"). Each Warrant shall entitle Mr. Leone to purchase one additional common share at a price of $0.20 per share for a period of two (2) years from closing, subject to an acceleration provision. The proposed Debt Settlement is subject to final approval of the TSX Venture Exchange.
As the Units will be issued to a director and officer of the Company, the Debt Settlement will constitute a "related party transaction" within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The board of directors of the Company (the "Board") has determined that neither the value of the Units to be issued nor the aggregate debt to be settled in connection with the Debt Settlement will exceed 25% of the Company's market capitalization on the date hereof. As a result, the Debt Settlement is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101.
For regular updates on RYU Apparel visit: http://ryu.com
RYU Apparel Inc. is tailored innovation for the urban athlete. Designed without compromise, RYU engineers apparel and accessories for the fitness and training of the multi-discipline athlete. Created for athletes by athletes, RYU exists to facilitate human performance. For more information, visit: http://ryu.com
On Behalf of the Board
RYU APPAREL INC.
Marcello Leone, CEO, President and Chairman of the Board
This news release contains forward-looking information that involve various risks and uncertainties regarding future events. Such forward-looking information can include without limitation statements based on current expectations involving a number of risks and uncertainties and are not guarantees of future performance of the Company, such as statements that the Company intends to complete the Debt Settlement. There are numerous risks and uncertainties that could cause actual results and the Company's plans and objectives to differ materially from those expressed in the forward-looking information, including agreement on the final terms of the Debt Settlement and regulatory approval. Actual results and future events could differ materially from those anticipated in such information. These and all subsequent written and oral forward-looking information are based on estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice. Except as required by law, the Company does not intend to update these forward-looking statements.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE RYU Apparel Inc.
For further information: Investor Relations: Contact: Anna Brazier, Investor Relations, 1-844-535-2880, [email protected], www.ryu.com; For Media inquiries, contact: Katie Stevens, 778-686-0906, [email protected]