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Carolina Rush Announces Issuance of Promissory Note

Toronto, Ontario--(Newsfile Corp. - April 26, 2023) - Carolina Rush Corporation  (TSXV: RUS...

articleCarolina Rush CorporationApril 26, 20234/company/carolina-rush-corporation/news/carolina-rush-announces-issuance-of-promissory-note
Carolina Rush Announces Issuance of Promissory Note

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[{"type":"text","content":"Carolina Rush Announces Issuance of Promissory NoteToronto, Ontario--(Newsfile Corp. - April 26, 2023) - Carolina Rush Corporation (TSXV: RUSH) (OTCQB: PUCCF) (formerly Pancontinental Resources Corporation) (\"Carolina Rush\" or the \"Company\") announces that it has issued a non-arm's length creditor of the Company (the \"Lender\") an unsecured non-interest bearing promissory note (the \"Note\") in the principal amount of $35,000. The Note is payable on demand of the Lender, upon earlier of: (i) the Company completed a private placement of at least $500,000; and (ii) October 26, 2023.In addition, on February 16, 2023, the Company's wholly owned subsidiary, Pancon Resources Carolinas Corporation (\"Pancon Carolina\"), issued an unsecured non-interest-bearing promissory grid note (the \"Bridge Note\") to a non-arm's length creditor (the \"Creditor\") of the Company for available proceeds of up to US$50,000. Pancon Carolina may make borrowings under the Bridge Note from time to time. The Bridge Note is payable upon the Company completing a private placement offering. Finally, the Company is proposing to enter into an unsecured interest bearing promissory note (the \"Prom Note\") to a non-arm's length creditor of the Company, in the principal amount of $70,000. The Prom Note shall bear interest of $700 per month. The Prom Note is payable be upon earlier of: (i) closing a financing of any type of $500,000 or greater; (ii) a change of control; (iii) a material change in the board of directors; (iv) a change of business; and (v) July 31, 2023. The issuance of the Note and the Bridge Note, and the proposed issuance of the Prom Note constitutes a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (\"MI 61-101\") as the Lenders and the Creditor are directors and/or officers of the Company. The Company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, as the Company is not listed on a specified market and the fair market value of Note does not exceed 25% of the market capitalization of the Company in accordance with MI 61-101. About Carolina RushCarolina Rush Corporation (TSXV: RUSH) (OTCQB: P...

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