Omai Gold Mines

Ceylon Graphite Announces Shares for Debt Transactions

VANCOUVER, BC / TheNewswire / February 06, 2017 - Ceylon Graphite Corp. (TSX-V: CYL) ("Ceylon" or the "Company") is pleased to announce proposed shares-for-debt transactions (the "Proposed Transactions"), made in order to preserve its cash, in which Ceylon would issue up to 3,000,000 common shares ("Common Shares") at a price of $0.20 per share to certain directors and consultants of the Company in connection with the settlement of an aggregate of up to $600,000 of debt relating to unpaid director and consulting fees and expenses.

The Proposed Transactions will be completed pursuant to agreements with such creditors and are conditional on TSX Venture Exchange approval.

All securities to be issued pursuant to these agreements are subject to a 4-month hold period.

As certain insiders will be participating in the Proposed Transactions, those transactions will be considered related party transactions subject to TSX-V Policy 5.9 and Multilateral Instrument 61-101. The Company will be exempt from the need to obtain minority shareholder approval and a formal valuation as required by MI 61-101 as the fair market value of the shares for the applicable debt transactions will not exceed 25% of the Company's market capitalization.

About the Company

The Company is a mineral exploration and development company that is focused on its graphite projects located in Sri Lanka. 

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