MDR Specialty Distribution Corporation

November 02, 2015 19:07 ET

MDR Specialty Distribution Corporation Acquires Shares of Pyng Medical Corp.

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Nov. 2, 2015) - MDR Specialty Distribution Corporation ("MDR") is pleased to announce that today it acquired 2,765,167 common shares (the "Common Shares") in the capital of Pyng Medical Corp. ("Pyng") in connection with a shares for debt settlement agreement dated November 2, 2015 (the "Agreement") entered into between Pyng and MDR (the "Transaction"). These Common Shares represent approximately 9.7% of the 28,477,663 issued and outstanding common shares of Pyng as of the close of the Transaction. MDR did not previously hold any Pyng Common Shares.

Pursuant to the Agreement, Pyng issued 2,765,167 units of the Company (the "Units") at a price of $0.05 per Unit in order to settle certain obligations of the Company under a promissory note dated August 26, 2015 and trade accounts payable owing as at November 30, 2014. The Company issued the Units to settle outstanding debts totalling CDN$138,258.36 (the "Debt").

Each Unit is comprised of one Common Share and one-fifth of a common share purchase warrant of the Company (each whole warrant, a "Warrant"). Each Warrant entitles the holder thereof to purchase, in accordance with the terms of the Warrant, one Common Share and has an exercise price of $0.05 per Common Share and a term of one year. No fractional Units or Warrants were issued. The settlement of the Debt in exchange for the issuance of the Units has been approved by the TSX-Venture Exchange.

Herbert A. Toms III owns 80% of the common shares of Venuity Corporation, which is the sole shareholder of Excelera Corporation and MDR. Mr. Toms indirectly holds 9,645,080 Common Shares of Pyng through Excelera Corporation and 210,800 Common Shares of Pyng directly in his own name, for a total of 9,855,880 Common Shares. Pursuant to the Transaction, Mr. Toms holds an additional 2,765,167 Common Shares of Pyng indirectly through MDR, for a total of 12,621,047 Common Shares. This represents approximately 44.3% of the 28,477,663 Common Shares of Pyng that are issued and outstanding.

The Common Shares issued pursuant to the Transaction were distributed pursuant to the exemptions from the prospectus requirements set out in BC Instrument 72-503 Distribution of Securities Outside British Columbia. MDR will evaluate its investment in Pyng from time to time and may, based on such evaluation of market conditions and other circumstances, increase or decrease shareholdings in Pyng as circumstances require.

For further information and to obtain a copy of the early warning report filed under applicable Canadian securities laws in connection with the transaction hereunder, please see Pyng's profile on SEDAR at www.sedar.com.

Contact Information

  • MDR Specialty Distribution Corporation
    Herbert A. Toms
    Chief Executive Officer
    (757) 220-2483 (FAX)
    230 Enterprise Drive,
    Newport News, Virginia 23603, USA