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TVI Pacific Inc. Announces Advance on Previously Announced Funding Commitment Agreement and Issuance of Promissory Note
Calgary, Alberta--(Newsfile Corp. - August 28, 2024) - TVI Pacific Inc. (TSXV: TVI) (OTC Pink: TV...
About this update from Tvi Pacific Inc.
[{"type":"text","content":"TVI Pacific Inc. Announces Advance on Previously Announced Funding Commitment Agreement and Issuance of Promissory NoteCalgary, Alberta--(Newsfile Corp. - August 28, 2024) - TVI Pacific Inc. (TSXV: TVI) (OTC Pink: TVIPF) (\"TVI\" or the \"Company\") announces that the Company has received the principal amount of $196,416.00 (the \"Loan\") under the Company's previously announced funding commitment agreement (the \"Funding Commitment Agreement\") with Prime Resources Holdings, Inc. (the \"Lender\"). In accordance with the terms of the Funding Commitment Agreement, the Lender advanced the Loan to TVI and evidenced by an unsecured interest-bearing promissory note (the \"Note\"). The Note accrues interest at a rate of prime plus 2.0% per annum and, subject to certain acceleration events, matures in February 2026. To date, $1,181,348.45 has been borrowed by the Company from the Lender and evidenced by unsecured interest-bearing promissory notes, including the Note. The Company intends to use the proceeds of the Loan to fund certain accrued expenses and for working capital and general corporate purposes.Related Party TransactionsThe Lender is a \"related party\" of the Company, and the Loan, the entering into the Note and matters relating thereto (the \"Transactions\") are considered to be \"related party transactions\" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (\"MI 61-101\") requiring the Company, in the absence of exemptions, to obtain a formal valuation and minority shareholder approval, of the related party transactions.Pursuant to Sections 5.5(b) and 5.7(1)(f) of MI 61-101, the Company relied on exemptions from the formal valuation and minority shareholder requirements, respectively, as, in addition to no securities of the Company being listed or quoted on certain specified exchanges, the Loan is a non-convertible loan obtained on reasonable commercial terms that is not less advantageous to the Company than if the Loan were obtained from a person dealing at arm's length and not repayable, directly or indirectly, in equity or voting securities of the Company or a subsidiary.The Transactions were approved by the then board of directors of the Company (the \"Board\"), who were independent for the purposes of the Note, being Messrs. Jan Horejsi, Brian Cramm...