TORONTO, GreenSpace Brands Inc. ("GreenSpace" or the "Company") (TSXV: JTR), a leader within the organic and plant-based food industry, announces that it's President and Chief Executive Officer has entered into a purchase and sale agreement to acquire a portion of the Company's outstanding debt.
Shawn Warren has agreed to acquire approximately $0.2 million in debt of the Company. Under the terms of the purchase and sale agreement, Mr. Warren will take assignment of certain rights and interest in a loan agreement (including certain security granted thereunder) between the Company, as borrower, and Primary Capital Inc. ("Primary"), as the administrative and collateral agent for a syndicate of lenders. Mr. Warren will acquire $168,647.37 of the outstanding principal amount including fees advanced under the loan agreement, plus an additional $58,128.01 in accrued and unpaid interest.
As a result of Mr. Warren's position as the Company's President and Chief Executive Officer, the transaction is a "related party transaction" under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 as the Company is listed on the TSXV and neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, exceeds 25% of the Company's market capitalization (as determined under MI 61-101).
Completion of the transaction is subject to receipt of the approval of the TSX Venture Exchange.
Source : Newswire.ca