(TheNewswire)
December 30, 2021 - TheNewswire - Regina, Saskatchewan - HTCPurenergy Inc. (dba “HTC Extraction Systems”) (“ HTC ”) (TSXV:HTC) (OTC:HTPRF) (UII:FRA) is pleased to announcethat it has entered into an asset saleagreement, pursuant to which, it will sell its approximately 27,000square foot building (“ Building ”), situate at Lajord,Saskatchewan , conditional upon TSX VentureExchange Inc. approval (“ Asset Sale Agreement ”).
The sale of the building will be at fair market value,estimated at approximately $925,000 (“ Purchase Price ”),to a related party, KF Homestead Properties Inc. (“ Homestead ”), and isconditional upon a valuation performed by Canadian chartered bankaccredited independent appraiser (“ Appraiser ”). ThePurchase Price will be settled by the cash payment of $500,000, asdeposit, and the balance, in 12 equal monthly installments, commencingupon the first month post-closing of the Asset Sale Agreement.Homestead is a related party to HTC, due to the fact that it shares amutual director and officer with HTC, which director indirectly alsoowns 48.5% of Homestead. HTC will retain the exclusive option, for10 years (“ Option ”), to purchase the Building back fromHomestead at the Purchase Price; with an option to renew the Optionfor a further 10 years; as well as a right of first refusal in theevent that Homestead wishes to sell the Building. HTC will lease theBuilding back from Homestead, for the initial term of 5 years, at fairmarket rent, to be determined by the Appraiser and the independentboard committee.
The Asset Sale Agreement has been approved by anindependent board committee comprising of three independent boardmembers of HTC, who has considered the terms of these transactions. In assessing the terms of the Asset Sale Agreement and theexemptions relied upon, the independent board members, Mr.Fredrickson, a successful Saskatchewan commercial and industrialproperty developer with extensive knowledge regarding property andcommercial industrial building and land asset values; Mr. Allison,with over 20 years of experience in corporate finance, commercialindustrial building lending and business development; and Mr.Bernakevitch, a senior partner, with extensive commercial industrialreal estate experience, in a large and reputable Saskatchewan basedlaw firm, will depend on, (i) a valuation performed by the Appraiser;and (ii) a reconciliation of the construction costs of building theBuilding of $862,000, performed by a qualified CPA firm and whichconstruction costs have also been audited by HTC’s independentauditor.
As HTC is a public company, it is subject toMultilateral Instrument 61-101 (" MI 61-101 ")governing, among other things, transactions between listed issuers andrelated parties of such issuers. In accordance with MI 61-101, each ofthe Asset Sale Agreements constitute a "related partytransaction" for the purposes of MI 61-101 due to the fact that,HTC will sell an asset to a related party. In accordance with MI61-101, absent an exemption, MI 61-101 would require HTC to receive aformal valuation of the subject matter and "majority of theminority" shareholder approval to proceed with the Asset SaleAgreements. HTC is relying on the exemptions set forth in Section5.5(a) of MI 61-101 (as it relates to formal valuations) and theexemption set out in 5.7(1)(a) of MI 61-101 (as it relates toshareholder approval), which exemptions provide that at the time theAsset Sale Agreement was agreed to, neither the fair market value ofthe asset, nor the fair market value of the consideration for theasset, insofar as it involves interested parties, exceeded 25 percentof HTC’s market capitalization. The Asset Sale Agreement isconditional upon confirmation of value by the independent recognizedappraiser.
No finder’s fee is payable relating to the Asset SaleAgreement.
NEITHER THE TSXVENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM ISDEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE ACCEPTSRESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THE RELEASE.
E?mail: jallison@htcenergy.com
HTC corporate developments can befollowed on www.htcextraction.com .
This press releasecontains "forward-looking statements" or"forward-looking information" (collectively referred to herein as "forward-looking statements") within the meaning of applicable securities legislation. Such forward-looking statements include, without limitation, forecasts, estimates,expectations and objectives for future operations that are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control ofHTC. Forward-looking statements are statements that are not historical facts and aregenerally, but not always, identified by the words "expects", "plans", "anticipates", "believes","intends", "estimates", "projects","potential" and similar expressions, or that events orconditions "will", "would", "may","could" or "should" occur or be achieved. Thispress release contains forward-looking statements pertaining to, amongother things, the timing and ability of the Corporation to close theAsset Sale Agreement, if at all and the timing.
Forward-lookinginformation is based on current expectations, estimates andprojections that involve a number of risks, which could cause actualresults to vary and, in some instances, to differ materially fromthose anticipated by HTC and described in the forward-looking information contained in this pressrelease.
Although HTC believesthat the material factors, expectations and assumptions expressed in such forward- lookingstatements are reasonable based on information available to it on thedate such statements were made, no assurances can be given as tofuture results, levels of activity and achievements and suchstatements are not guarantees of future performance.
HTC Purenergy Inc.(OTCQB:HTPRF) trades on the OTCQB Venture Market for early stage and developing U.S. and international companies. Companies are currentin their reporting and undergo an annual verification and managementcertification process. Investors can find Real-Time quotes and marketinformation for the company on www.otcmarkets.com .
(links to: http://www.otcmarkets.com/stock/htprf/quote )
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