13:11:03 EDT Thu 25 Apr 2024
Enter Symbol
or Name
USA
CA



North Sur Resources Inc
Symbol NST
Shares Issued 14,150,000
Close 2015-07-28 C$ 0.01
Market Cap C$ 141,500
Recent Sedar Documents

North Sur provides $100,000 loan to target

2015-09-03 16:43 ET - News Release

Mr. Douglas Porter reports

NORTH SUR RESOURCES INC. ENTERS INTO LOAN AGREEMENT

Further to North Sur Resources Inc.'s announcement on Aug. 19, 2015, regarding the entering into of a non-binding letter of intent (LOI), North Sur provided an initial loan of $100,000 as part of a maximum secured loan of up to $325,000 to a private company in connection with the transaction outlined in the LOI. The secured loan is to be used to assist in the development and fabrication of reverse ATM stand-alone coupon-based machines for cash, debit and credit card transactions (including secure auditable cash payment systems to the legal cannabis industry).

North Sur has entered into a loan agreement and connected collateral documents with respect to the initial loan. The remainder of the secured loan (up to $225,000) is conditional upon the completion of a non-brokered private placement of up to $300,000 in common shares, the net proceeds of which are intended in part to facilitate the remainder of the secured loan. Such remainder amount of the secured loan is expected to be extended on substantially the same terms as the initial loan.

The initial loan shall bear interest on the outstanding principal amount at a rate of 6 per cent per annum, with maturity occurring on the earlier of: (a) one year from the effective date of such loan, in the event the definitive agreement in respect of the transaction has not been executed by the lender and the borrower; and (b) in the event such definitive agreement has been executed before one year from the effective date of such loan, the earlier to occur of the following: (i) the date of termination of such definitive agreement; and (ii) the closing of the transaction. In the event of default, unpaid amounts shall bear interest at a default rate of 8 per cent per annum.

The transaction

The transaction terms outlined in the LOI will be superseded by a definitive agreement to be signed by the corporation and the corporate entity (Targetco) owning the rights and assets that relate to the concerned technology. The transaction is subject to regulatory approval, including the approval of the TSX Venture Exchange and customary closing conditions, including the approval of the definitive agreement by the directors of each of the corporation and Targetco, shareholder approval, and completion of due diligence investigations to the satisfaction of each of the corporation and Targetco, as well as the conditions described below. The legal structure for the transaction will be determined after the parties have considered all relevant tax, securities law and accounting considerations. There is no assurance that a definitive agreement will be successfully negotiated or entered into, and there is no assurance that the initial financing or the transaction as described above will be completed.

As the transaction may be considered a reverse takeover pursuant to the policies of the TSX-V, in accordance with the TSX-V policies, the North Sur shares are currently halted from trading and will remain so until such time as the TSX-V determines, which may not occur until completion of the transaction.

Further information

If and when a definitive agreement between the corporation and Targetco is executed, the corporation will issue a subsequent press release in accordance with the policies of the TSX-V, containing the details of the definitive agreement and additional terms of the transaction.

Completion of the transaction is subject to a number of conditions, including TSX-V acceptance and disinterested shareholder approval, if required. The transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the disclosure document to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of North Sur should be considered highly speculative.

We seek Safe Harbor.

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