THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
October 16, 2017 – Elkhart, Indiana – TekModo Industries Inc. (TSX-V:TEK) (“TekModo” or the “Company”) announces that it has entered into a loan agreement with Jake Vogel, pursuant to which Mr. Vogel agreed to loan the Company the principal amount of USD$400,000 (the “Loan”). The Company will use the proceeds from the Loan for general working capital purposes.
Pursuant to the loan agreement, the Loan may be advanced to the Company in one or more advances (each, an “Advance”). Any outstanding balance of the principal amount of the Loan and the interest owing pursuant to the Loan is due and payable by the maturity date of September 18, 2018. Interest is payable on the outstanding balance of the principal amount of the Loan annually in arrears at the rate of 8% per annum with interest in respect of each Advance accruing immediately upon the delivery of such Advance.
The Loan constitutes a “related party transaction” pursuant to TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) as Mr. Vogel is a director and officer of the Company. The Company relied on Section 5.5(b) of MI 61-101 for an exemption from the formal valuation requirement, as the Company is not listed on specified markets, and Section 5.7(1)(a) of MI 61-101 for an exemption from the minority shareholder approval requirement of MI 61-101, as the fair market value of the transaction does not exceed 25% of the Company’s market capitalization.
On Behalf of the Board of TekModo Industries Inc.
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Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Notes Regarding Forward-looking Statements
This news release contains certain forward-looking information and forward-looking statements within the meaning of applicable securities legislation (collectively “forward-looking statements”). Certain information contained herein constitutes “forward-looking information” under Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the Loan and the use of proceeds. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “will” and variations of such words and phrases or statements that certain actions, events or results “will” occur. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed by such forward-looking statements or forward-looking information regarding the use of proceeds associated with the Loan. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward looking information. The Company does not undertake to update any forward-looking statements or forward-looking information that are incorporated by reference herein, except as required by applicable securities laws.