On November 3, 2020 Pascal Biosciences, Inc. ("Pascal" or the"Company") (TSX VENTURE: PAS), a biotechnology company that specializes in cancer drug discovery and development, reported that it has re-priced the debt settlement agreements with certain nonarm’s length creditors (the "Debt Settlement Agreements) of the Company to settle an aggregate of Cdn $230,765 of debt (Press release, Pascal Biosciences, NOV 3, 2020, View Source [SID1234570274]). The Debt Settlement Agreements were announced on October 30, 2020. Consideration will be an aggregate of 1,153,825 common shares of the Company at a deemed price of Cdn $0.20 per share (the "Debt Settlement").

Schedule your 30 min Free 1stOncology Demo!
Discover why more than 1,500 members use 1stOncology™ to excel in:

Early/Late Stage Pipeline Development - Target Scouting - Clinical Biomarkers - Indication Selection & Expansion - BD&L Contacts - Conference Reports - Combinatorial Drug Settings - Companion Diagnostics - Drug Repositioning - First-in-class Analysis - Competitive Analysis - Deals & Licensing

                  Schedule Your 30 min Free Demo!

The shares for debt transaction constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 — Protection of Minority Security Holders in Special Transactions ("MI 61-101") as insiders of the Company will receive 1,648,321 common shares of the Company in connection with the Debt Settlement. The Company is relying on the 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 shares for debt transaction with the insider does not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101.

The board and management of Pascal believe that the proposed Debt Settlement is in the best interests of the Company because it allows the Company to preserve its funds for operations.

The Debt Settlement will not create a new control person holding more than 20% of the issued and outstanding ordinary shares of the Company. The Debt Settlement is subject to the acceptance of the TSX Venture Exchange. The common shares issued pursuant to the Debt Settlement will be subject to a statutory four month and one day hold period.