01:24:03 EDT Sat 27 Apr 2024
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North Sur closes $33,000 financing tranche

2016-02-05 19:06 ET - News Release

Mr. Douglas Porter reports

NORTH SUR RESOURCES INC. COMPLETES TRANCHE OF PRIVATE PLACEMENT AND LOAN ADVANCE

North Sur Resources Inc. has closed a tranche relating to a non-brokered concurrent financing, as previously announced on Feb. 3, 2016, which consisted of the issuance of 600,000 common shares of the corporation at a purchase price of 5.5 cents per share for gross proceeds of $33,000. All common shares are subject to a four-month statutory restricted resale period from the date of issuance.

In connection with the offering, North Sur is providing an additional loan advance of $33,000 as part of a total secured loan of $538,000 advanced to date to a private company in connection with the previously announced proposed reverse takeover transaction. 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 additional loan on substantially the same terms as previously announced loan advances to the same borrower.

The secured loan shall bear interest on the outstanding principal amount at a rate of 6 per cent per year, with maturity occurring on the earlier of: (a) one year from the effective date of such loan, in the event that the definitive agreement in respect of the transaction has not been executed by the lender and the borrower; and (b) in the event that 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 year.

Further information

As the transaction may be considered a reverse takeover pursuant to the policies of the TSX Venture Exchange, in accordance with TSX-V policies, common shares of North Sur 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.

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 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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