(TheNewswire)
Vancouver, B.C. – TheNewswire - September 2 nd , 2022. Plank Ventures Ltd. (“Plank” or the “Company”) (CSE:PLNK) announces it hasborrowed $600,000 CAD (the “Loan from Lanebury” ) from LaneburyGrowth Captial Ltd (" Lanebury ") and issued a promissory noteto Lanebury. The Loan from Lanebury bears interest at an annual rateof 10% and matures on December 31, 2022, at which date the principaland interest are due in full.
The Company also announces that it has borrowed a$100,000 CAD (the “ Loan fromPhoenix ”) from Phoenix Ventures Inc.(“ Phoenix ”). The Loan from Phoenix carries 10% interest per annumand matures on December 31, 2022, at which date the principal andinterest are due in full. Plank issued a promissory note to theCompany with respect to the Loan from Phoenix.
The Loan from Phoenix to Plank are related partytransactions pursuant to Multilateral Instrument 61-101 Protection of Minority Security Holders inSpecial Transactions (“ MI 61-101 ”). Mr.Laurie Baggio is the beneficial owner of Phoenix, a director of Plankand a control person of Phoenix and Plank, and, as such, Mr. Baggiohas abstained from voting with respect to the Loan from Phoenix toPlank.
Plank relied on the exemption from the valuationrequirement pursuant to section 5.5(b)(Issuer Not Listed on SpecifiedMarkets) of MI 61-101 and from the minority shareholder approvalrequirement prescribed by section 5.7(1)(f) (Loan to Issuer, NoEquity or Voting Component) of MI 61-101.
There is no undisclosed material information by Plankand Plank have at least one independent director, and the independentdirector has approved the Loan from Phoenix to Plank.
$300,000 of the loan from Phoenix and Lanebury will beused to invest in Shop and Shout Ltd, aVancouver-based technology company doing business as Creator.co(“ Creator ”). The remaining $400,000 will be used for working capitalfor the Company.
O n August 30 th , 2022, Plankhas committed to a $300,000 CAD investment in Creator in the form of aconvertible promissory note carrying 10% annual interest rate uponclosing (The “ Note ”). The principal and interest on theNote is due on August 30 th , 2023 (The “ Maturity Date ").Upon maturity, the Note is convertible into common shares of Creatorat the election of the holder at a conversion price equal to: (i) theValuation Cap divided by (ii) the aggregate number of common shares ofCreator outstanding as of the Maturity Date. The Note is subject toadditional conversion and maturity features as follows:
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a) In the event that, at any timewhen this Note remains outstanding, Creator completes equity financingresulting in the issuance and sale of its equity securities (the QualifiedSecurities ”) for the proceeds of at least$1,000,000 (a “ QualifiedFinancing ”), excluding any proceeds resultingfrom conversion of Notes, then the outstanding principal and accruedInterest under this Note shall automatically convert into QualifiedSecurities at a conversion price equal to the lesser of: (a) 80% ofthe price per share paid upon Qualified Financing, or (b) price pershare equal to: (ii) the valuation cap divided by (ii) the aggregatenumber of common shares of Creator outstanding immediately prior tothe initial closing of the Qualified Financing. The QualifiedSecurities to be issued upon conversion of the Note shall be entitledto the same rights and subject to the same obligations provided in thepurchase agreement entered into upon Qualified Financing.
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b) In the event Creator proposesto effect (x) the acquisition of Creator by means of any transactionor series of related transactions (including, without limitation, anyreorganization, merger or consolidation, but not including a bona fideequity financing transaction) that results in the transfer of 50% ormore of the outstanding voting power of Creator, or (y) the sale ortransfer of all or substantially all of Creator’s assets other thanto an affiliate of Creator (either, a “ Corporate Transaction ”) prior to the conversion or repayment in full of thisNote, then at Plank’s election: (x) the Note will be converted intocommon shares of Creator at a conversion price equal to: the valuationcap divided by the aggregate number of common shares of Creatoroutstanding immediately prior to the closing of the CorporateTransaction (assuming conversion of all outstanding securitiesconvertible into common shares and exercise of all outstanding options and warrants, including all commonshares of reserved and available for future grant under any equityincentive or similar plan of Creator but excluding equity securitiesof Creator issuable upon the conversion of convertible notes, or otherindebtedness), or (y) Creator will pay Plank an aggregate amount equalto the outstanding principal and unpaid accrued interest as of theclosing of the Corporate Transaction.
In addition to the convertible promissory note, Plankis entitled to 100,000 share purchase warrants for the subscriptionprice of $100 where each warrant provides Plank the right to purchase1 Class A Common Share of Creator at $0.50 per Warrant Share for aperiod of two years from the date of issuance.
About Creator.co
Creator.co is a globally recognized top 5 Influencermarketing platform originally built to automate and scale influencercampaigns for brands. Creator has evolved into an ecosystem for brandsand creators to collaborate, grow, and earn more - together. Over140,000 influencers have registered to the platform so far, and over6,000 new creators are signing up monthly to the platform.
About Plank Ventures Ltd.
Plank is an investment company targeting investmentsand business opportunities in the technology arena, focusing onearly-stage start-up companies that already have developed a customerand revenue base and were seeking funding for expansion.
ON BEHALF OF THE BOARD OFDIRECTORS
“Laurie Baggio”
CEO and Director
For additional information please contact:
Laurie Baggio, CEO Tel: 236 705-5136
All statements in this pressrelease, other than statements of historical fact, are“forward-looking information” with respect to the Company, Shop and Shout Ltd., andtheir respective business within the meaning of applicable securities laws, including the business plans andprospects of the Company . The Company provide s forward-looking statements for the purpose of conveying informationabout current expectations and plans relating to the future andreaders are cautioned that such statements may not be appropriate forother purposes. By its nature, this information is subject to inherentrisks and uncertainties that may be general or specific and which giverise to the possibility that expectations, forecasts, predictions,projections or conclusions will not prove to be accurate, thatassumptions may not be correct and that objectives, strategic goalsand priorities will not be achieved. These risks and uncertaintiesinclude but are not limited those identified and reported in the Company’s public filings under its SEDAR profile at www.sedar.com. Although the Company ha s attempted to identifyimportant factors that could cause actual actions, events or resultsto differ materially from those described in forward-lookinginformation, there may be other factors that cause actions, events orresults not to be as anticipated, estimated or intended. There can beno assurance that such information will prove to be accurate as actualresults and future events could differ materially from thoseanticipated in such statements. The Company disclaim s any intention or obligation to update orrevise any forward-looking information, whether as a result of newinformation, future events or otherwise unless required bylaw .
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