AISIX Solutions Inc. Enters into a Short Term Loan Agreement
Vancouver, British Columbia – January 27th, 2025 – AISIX Solutions Inc., (“AISIX” or “the Company”) (TSXV: AISX) (OTCQB: AISXF) (FSE: QT7), an emerging global climate risk and data-analytics solutions provider, is pleased to announce that it has entered into a loan agreement dated January 24, 2025 with respect to a short-term loan in principal amount of $430,000 (the “Loan”) with 1821 Capital Corp. (the “Lender”).
Details of the Loan
The Loan has first priority over all assets of the Company. The Loan has a maturity date of six (6) months from the date of advance (the “Term”) and will bear an interest rate of 10% per annum payable at the end of the Term. The Loan has been issued with an original issue discount of 5% of the principal amount.
As consideration for the advance of the Loan, the Company has issued common share purchase warrants (the “Warrants”), entitling the Lender to purchase up to an aggregate of up to 6,000,000 common shares of the Company at a price of $0.05 per common share for a period of twelve (12) months from the date of the Loan. The Warrants and the underlying common shares are subject to a maximum hold period under applicable securities laws of four months and one day from their date of issue. The Warrants are not transferrable.
The Lender is considered a related party for the purposes of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (“MI 61-101”), as Mihalis Belantis, a director and Chief Executive Officer of the Company is the principal of the Lender. The Loan constitutes a "related party transaction" within the meaning of MI 61-101. The Company is relying upon exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a), respectively, on the basis that at the time the transactions were agreed to, neither the fair market value of the Warrants to be distributed to the Lender, nor the value of the Loan, exceeds 25 per cent of the Company's market capitalization. The board of directors of the Company has, subject to the appropriate recusal of the interested director, unanimously approved the issuance and no material contrary view or abstention was expressed or made by any director in relation to the Loan or the issuance of the Warrants. The Company did not file this material change report more than 21 days before the expected closing date of the Loan as the details of the Loan were not settled until shortly prior to the execution of the Loan Agreement, and the Company wished to complete the Loan on an expedited basis for business reasons.
Prior to the issuance of the Warrants, Mr. Mihalis owned, or had control or direction over 14,800,000 Common Shares, and 2,000,000 options to purchase Common Shares (“Options”), representing approximately 14.53% of issued and outstanding Common Shares on a partially diluted basis. After the issuance of the Warrants, Mr. Belantis owns, or has control over 14,800,000 Common Shares, 2,000,000 Options and 6,000,000 Warrants, representing approximately 18.75% of the issued and outstanding Common Shares on a partially diluted basis. This disclosure is being included pursuant National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues which requires a report to be filed under the Company’s profile on SEDAR+ containing additional information respecting the foregoing matters.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
For more information about AISIX Solutions and its climate risk solutions, please visit their website, www.aisix.ca, or connect on Twitter/X or LinkedIn.
About AISIX Solutions Inc.
AISIX Solutions Inc., is a leading global climate risk and data-analytics solutions provider trusted by organizations seeking a more predictive future. Leveraging the advancements of artificial intelligence, data analytics, and risk assessment, AISIX Solutions is on a mission to provide accurate assessments to help people, businesses and governments effectively analyze, manage, and mitigate climate-related risks. By empowering organizations with real-time insights, AISIX Solutions aims to foster resilience and sustainability in the face of climate change.
For further information:
Mihalis Belantis, Chief Executive Officer
+1 (604) 620-1051
Forward Looking Statements
Certain information in this news release constitutes forward-looking statements and forward-looking information (collectively, the “forward-looking statements”) within the meaning of Canadian securities laws, and is subject to numerous risks, uncertainties and assumptions, many of which are beyond the Company's control. This forward-looking information includes, among other things, information with respect to the Company's beliefs, plans, expectations, anticipations, estimates and intentions. The words “may”, “could”, “should”, “would”, “suspect”, “outlook”, “believe”, “anticipate”, “estimate”, “expect”, “intend”, “plan”, “target” and similar words and expressions are used to identify forward-looking information, including the use of proceeds from the Loan. The forward-looking information in this news release describes the Company's expectations as of the date of this news release.
The results or events anticipated or predicted in such forward-looking information may differ materially from actual results or events. Material factors which could cause actual results or events to differ materially from such forward-looking information include, among others, the Company's ability to engage and retain qualified key personnel, employees and affiliates, to obtain capital and credit and to protect its property rights.
The Company cautions that the foregoing list of material factors is not exhaustive. When relying on the Company's forward-looking information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. The Company has assumed a certain progression, which may not be realized. It has also assumed that the material factors referred to in the previous paragraph will not cause such forward-looking information to differ materially from actual results or events. However, the list of these factors is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors.
The forward-looking statements contained in this news release represent the expectations of the Company as of the date of this news release and, accordingly, is subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. While the Company may elect to, it does not undertake to update this information at any particular time.
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