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September 2019


Gelum Capital Ltd. Announces Amendment to Convertible Debt Terms


Vancouver, British Columbia–(Newsfile Corp. – September 26, 2019) – Gelum Capital Ltd. (the “Company” or “Gelum“) announces that it has amended the terms of convertible notes having a face value of $200,000 and a maturity date of October 26, 2022 (the “Notes”). As described in the Company’s October 26, 2017 news release, the principal amount of the Notes was convertible into units of the Company at $0.05 per unit, with each unit comprised of one common share and one share purchase warrant exercisable into a further share at $0.06 per common share (for one year from the date of issuance of the warrant, subject to the latest exercise date being the maturity date).

When the Company consolidated its share capital on a 20:1 basis effective July 30, 2018, the terms of the Convertible Notes adjusted accordingly. The conversion price of the Notes became $1.00 and the exercise price of any warrants issuable on conversion of the Notes became $1.20.

As the Company continues to evaluate opportunities and existing management continue to support and finance the Company while it seeks business opportunities, the Company has decided to amend the conversion terms of the Notes to their original terms, notwithstanding the consolidation.

As the Notes are held by directors of the Company, the amendment of the Notes constitutes a related party transaction under Multilateral Instrument 61-101. Because the Company’s shares are not presently listed on a stock exchange, the issuance of securities is exempt from the formal valuation requirements of Section 5.4 of MI 61-101 pursuant to Subsection 5.5(b) of MI 61-101 and exempt from the minority approval requirements of Section 5.6 of MI 61-101 pursuant to Subsection 5.7(a) of MI 61-101.

The Company also announces that at its AGM held on September 13, 2019, Keith Henderson was elected as a director of the Company.

For further information about Gelum, please contact:

Marla Ritchie
Phone: 604 484-1228

Forward-Looking Information:

This press release may include ‘forward-looking information’, within the meaning of Canadian securities legislation, about the business of the Company. Forward-looking information is based on certain key expectations and assumptions made by the Company’s management, including future plans for the Company. Although the Company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, investors should not unduly rely on the forward-looking information because the Company cannot assure that it will prove to be correct. Forward-looking statements in this press release are made as of the date of this press release. The Company disclaims any intent or obligation to update publicly any forward-looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

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