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A.I.S. Resources Announces Debt Settlement

MWN-AI** Summary

A.I.S. Resources Limited (TSXV: AIS, OTC-Pink: AISSF) announced on February 24, 2026, that it has entered into debt settlement agreements with various arm's length creditors, aiming to resolve a total of $111,510 in outstanding debt through the issuance of 2,124,000 common shares priced at $0.0525 each. Additionally, the company has reached separate agreements with its directors and officers to settle outstanding fees amounting to $503,026.40. In this case, 7,186,091 common shares will be issued at a deemed price of $0.07 per share, pending disinterested shareholder approval as noted in an Information Circular dated February 3, 2026.

These transactions are strategic moves designed to enhance the company's financial health by reducing existing liabilities. However, because a portion of the shares will be issued to insiders, the Directors and Officers Shares for Debt Transactions will be classified as related party transactions under Multilateral Instrument 61-101. Fortunately, these transactions are exempt from the requirement for minority approval and formal valuation, as neither the fair market value of the gross securities issued nor the consideration from insiders will surpass $2.5 million.

All securities resulting from these debt settlements will be subject to a four-month hold period per Canadian securities laws. A.I.S. Resources Limited is focused on natural resource opportunities, leveraging the expertise of a seasoned team in capital markets to explore and develop early-stage projects.

For additional information, interested parties are encouraged to reach out to Marc Enright-Morin, CEO, via the provided contact details. The company includes a standard advisory concerning forward-looking statements and the inherent risks involved.

MWN-AI** Analysis

A.I.S. Resources Limited (TSXV: AIS, OTC-Pink: AISSF) has recently made a significant move to address its financial challenges by entering into debt settlement agreements amounting to approximately $614,536.40. This decision to convert outstanding debts into equity—specifically, the issuance of 9,310,091 common shares—indicates a proactive strategy aimed at improving its balance sheet and reducing liabilities.

Investors should carefully evaluate this strategic initiative within the context of A.I.S. Resources' broader financial health and market positioning. The company's decision to issue shares at a deemed price of $0.0525 and $0.07, while accommodating both arm's length creditors and insiders, reveals a focused approach to immediate liquidity issues. However, this strategy could lead to potential dilution of existing shares, which may affect current shareholders negatively in the short term.

Furthermore, the required disinterested shareholder approval for the insider transactions under Multilateral Instrument 61-101 reflects regulatory adherence, ensuring that minority security holders' interests are safeguarded. Although these transactions are exempt from certain MI 61-101 formalities, the market will undoubtedly scrutinize insider dealings closely.

From a market perspective, potential investors should assess the implications of these transactions, particularly in light of the company's natural resource focus and management's capacity to leverage acquired projects effectively for growth. Long-term viability hinges on A.I.S. Resources’ ability to transition these settlements into tangible operational advancements, which could enhance asset value and shareholder returns.

In summary, while the debt settlement might fortify A.I.S. Resources' financial standing, investors should remain cautious regarding share dilution and market reactions. Careful analysis of subsequent performance and strategic developments will be essential in determining the company's trajectory moving forward.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: GlobeNewswire

VANCOUVER, British Columbia, Feb. 24, 2026 (GLOBE NEWSWIRE) -- A.I.S. Resources Limited (TSXV: AIS, OTC-Pink: AISSF) (“AIS” or the “Company”) announces the Company has entered into debt settlement agreements with various arm’s length creditors to settle an aggregate amount of $111,510 in outstanding debt through the issuance of an aggregate of 2,124,000 common shares at a deemed price of $0.0525 per Common Share (the "Shares for Debt Transactions").

The Company has also entered into debt settlement agreements with directors and officers of the Company to settle an aggregate amount of $503,026.40 in outstanding fees through the issuance of an aggregate of 7,186,091 common shares at a deemed price of $0.07 per Common Share. The transaction is subject to disinterested shareholder approval as more particularly described in the Company’s Information Circular dated February 3, 2026 (the "Directors and Officers Shares for Debt Transactions").

The Company has entered into the debt settlement agreements to improve its financial position by reducing its existing liabilities. The Shares for Debt Transactions and Directors and Officers Shares for Debt Transactions are subject to acceptance by the TSX Venture Exchange. All securities issued in connection with the debt settlement agreements will be subject to a four-month hold period from the closing date under applicable Canadian securities laws.

Under the debt settlement 7,186,091 shares will be issued to non-arm’s length parties in settlement of $503,026.40. The participation of certain insiders, being "related parties" of AIS means that the Directors and Officers Shares for Debt Transaction are considered a related party transaction within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The related party transactions will be exempt from minority approval, information circular and formal valuation requirements of MI 61-101 pursuant to the exemptions contained in Sections 5.5(b) as AIS is not listed on a specified market within the meaning of MI 61-101 and 5.7(1)(b) of MI 61-101, as neither the fair market value of the gross securities to be issued under the related party transactions nor the consideration to be paid by the insiders will exceed $2,500,000.

About A.I.S. Resources Limited

A.I.S. Resources Limited is a publicly traded company listed on the TSX Venture Exchange. The company focuses on natural resource opportunities, aiming to unlock value by acquiring early-stage projects and providing the necessary technical and financial support to develop them. AIS is guided by a seasoned team of engineers, geologists and finance professionals with a proven record of success in capital markets.

On Behalf of the Board of Directors,
A.I.S. Resources Limited
Marc Enright-Morin, CEO

Corporate Contact
For further information, please contact:
Marc Enright-Morin, CEO
T: +1-778-892-5455
E: [email protected]
Website: www.aisresources.com

ADVISORY: This press release contains forward-looking statements. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. The forward-looking statements contained in this press release are made as of the date hereof and the Company undertakes no obligations 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. Neither 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.


FAQ**

How will the debt settlement agreements impact the overall financial health of AIS Resources Ltd AISSF in the coming quarters?

The debt settlement agreements are likely to improve AIS Resources Ltd's financial health in the coming quarters by reducing liabilities, enhancing cash flow, and enabling the company to reallocate resources towards growth initiatives and operational improvements.

What specific projects does AIS Resources Ltd AISSF plan to pursue following the reduction of its liabilities through these share issuances?

AIS Resources Ltd (AISSF) plans to focus on advancing its lithium and other mineral exploration projects, enhancing operational capabilities, and seeking strategic partnerships to capitalize on market opportunities following the reduction of its liabilities through share issuances.

Can you provide details on how the market has reacted historically to similar debt settlement transactions by AIS Resources Ltd AISSF?

Historically, the market has responded variably to AIS Resources Ltd.'s debt settlement transactions, often influenced by broader market conditions, investor sentiment, and the specific details of each settlement, reflecting a mix of concern and optimism depending on the context.

What steps is AIS Resources Ltd AISSF taking to ensure compliance with Multilateral Instrument 61-101 regarding its related party transactions?

AIS Resources Ltd (AISSF) is taking steps to ensure compliance with Multilateral Instrument 61-101 by seeking independent valuations, obtaining minority shareholder approval, and ensuring full disclosure of related party transactions in their filings.

**MWN-AI FAQ is based on asking OpenAI questions about A.I.S. Resources Limited (TSXVC: AIS:CC).

A.I.S. Resources Limited

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A.I.S. Resources Announces Debt Settlement

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