Vancouver, British Columbia, January 20, 2025 – Pangea Natural Foods Inc. (CSE: PNGA) (OTC: PNGAF) (“Pangea” or the “Company”), a natural food company, is pleased to announce a non-brokered private placement offering (the “Offering”) of up to 20,000,000 common shares (the “Offered Shares”) at a price of $0.025 per Offered Share for gross proceeds of up to $500,000. The net proceeds of the Offering are expected to be used for general corporate purposes and working capital.
Debt Settlements
The Company also announces that it has entered into debt settlement agreements with certain creditors of the Company (the “Creditors”) pursuant to which the Company has agreed to issue to the Creditors, and the Creditors have agreed to accept, an aggregate of 20,000,000 common shares (the “Settlement Shares”) at an issue price of $0.025 per Settlement Share, in full and final settlement of accrued and outstanding indebtedness in the aggregate amount of $500,000 (the “Debt Settlements”).
The Offered Shares and the Settlement Shares will be subject to a statutory hold period of four months from the date of issuance under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Pangea Natural Foods Inc. Pangea Natural Foods Inc. is a food manufacturing company focused on manufacturing, co-packing and distributing high-quality food and health products across North America.
On Behalf of the Board of Directors
"Pratap Sandhu"
CEO, Corporate Secretary and Director
For further information, please visit the Company's website at www.pangeafood.com or contact:
Pangea Natural Foods Inc.
Pratap Sandhu
Chief Executive Officer
Telephone: +1 (604) 765-8069
Email: pratap@pangeafood.com
Media contact: media@pangeafood.com
Forward-Looking Information:
This news release contains forward–looking statements and forward–looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. All statements other than statements of historical fact may be forward–looking statements or information. More particularly and without limitation, this news release contains forward–looking statements and information relating to the closing of the Offering, receipt of approval for the Offering, including the approval of the CSE and the use of proceeds. The forward–looking statements and information are based on certain key expectations and assumptions made by the management of the Company. As a result, there can be no assurance that the proposed Acquisition or related matters will be completed as proposed or at all. Although management of the Company believes that the LEGAL_46505772.2 expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward–looking statements and information since no assurance can be given that they will prove to be correct.
Forward-looking statements and information are provided for the purpose of providing information about the current expectations and plans of management of the Company relating to the future. Readers are cautioned that reliance on such statements and information may not be appropriate for other purposes, such as making investment decisions. Since forward–looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the Company's ability to complete the Offering as currently proposed or at all, the ability of the Company to obtain sufficient financing to fund its business activities and plans, and the Company's ability to obtain the applicable regulatory approvals of the Offering. Other factors may also adversely affect the future results or performance of the Company, including general economic, market or business conditions, changes in the financial markets and changes in laws, regulations and policies affecting the Company's operations and the Company's limited operating history. Accordingly, readers should not place undue reliance on the forward–looking statements and information contained in this news release. Readers are cautioned that the foregoing list of factors is not exhaustive. The forward– looking statements and information contained in this news release are made as of the date hereof and no undertaking is given to update publicly or revise any forward–looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws. The forward-looking statements or information contained in this news release are expressly qualified by this cautionary statement.
SOURCE Pangea Natural Foods Inc.