Idaho First Bank Announces Holding Company Reorganization and Formation of Peak Bancorp, Inc.

Idaho First Bank Announces Holding Company Reorganization and Formation of Peak Bancorp, Inc.




Idaho First Bank Announces Holding Company Reorganization and Formation of Peak Bancorp, Inc.

MCCALL, Idaho, July 23, 2021 (GLOBE NEWSWIRE) — Today, Idaho First Bank (the ‘Bank’) and Peak Bancorp, Inc. (the ‘Corporation’) (OTCPINK: IDFB) announced they have consummated their share exchange whereby the Corporation, an Idaho corporation created by the Bank’s Board of Directors, became the Bank’s holding company. 

Shareholders who owned stock in the Bank became shareholders of the Corporation, with the Corporation owning 100% of the Bank. The Bank’s shareholders approved the share exchange during their annual meeting on April 26, 2021, and recently received approval from the Federal Reserve Bank of San Francisco. 

“We are excited to announce the completion of Idaho First Bank’s reorganization and the founding of Peak Bancorp, Inc.,” stated Todd Cooper, CEO of Idaho First Bank. “This new structure will allow us to further our strategic expansion objectives.” 

On July 2, 2021, the Corporation’s shares began trading on the OTC Market under the same ticker that had represented the Bank: IDFB. Shares of the Bank’s common stock will be exchanged for shares of the Corporation’s common stock at a one-for-one exchange rate. Investors who own shares of the Bank in certificate or book entry form will receive instructions in the mail on how to exchange their shares. 

The holding company will not impact the Bank’s operations. The Bank will continue to engage in the same business, operate at its current locations and remain managed by its current Board of Directors and executive officers. 

About Idaho First Bank
Idaho First Bank (IFB) is a full-service state-chartered community bank established in October 2005 and headquartered in McCall, Idaho. Known for its People First and Community First motto, IFB serves the greater southwest Idaho communities with five additional branches located in New Meadows, Eagle, Ketchum, Nampa, Boise, and a Loan Production Office (LPO) in Bend, Oregon. Idaho First Bank is a member of the FDIC and an Equal Housing Lender. For more information, visit us at www.idahofirstbank.com.

This release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (“PSLRA”). Such forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those projected. These risks and uncertainties include, but are not limited to, economic conditions, the regulatory environment, loan concentrations, vendors, employees, technology, competition, and interest rates. Readers are cautioned not to place undue reliance on the forward-looking statements. Idaho First Bank has no obligation to publicly update forward-looking statements after the date of this release. This statement is included for the express purpose of invoking PSLRA’s safe harbor provisions.

CONTACT
Todd Cooper
CEO – Idaho First Bank
208-630-2092 – tcooper@idahofirstbank.com

ThreeD Capital Inc. Acquires Securities of Bluesky Digital Assets Corp.

ThreeD Capital Inc. Acquires Securities of Bluesky Digital Assets Corp.




ThreeD Capital Inc. Acquires Securities of Bluesky Digital Assets Corp.

TORONTO, July 23, 2021 (GLOBE NEWSWIRE) — ThreeD Capital Inc. (“ThreeD”) (CSE:IDK / OTCQX:IDKFF) a Canadian based venture capital firm that invests in disruptive companies and promising junior resources companies, announces that through a series of transactions ending July 22, 2021 (“Acquisitions”), ThreeD and its Joint Actor acquired ownership and control of an aggregate of 272,000 common shares (the “Subject Shares”) of Bluesky Digital Assets Corp. (the “Company” or “Bluesky”). The Subject Shares represented approximately 0.70% of all issued and outstanding common shares of the Company. As a result of the Acquisitions, the percentage ownership held by ThreeD and the Joint Actor increased by 2.2% from its last early warning report filed in connection with the acquisition of Bluesky shares, from which ThreeD, with the Joint Actor, reported a 27.8% ownership on a partially diluted basis.

Immediately prior to the Acquisitions, ThreeD and the Joint Actor owned and controlled an aggregate of 6,950,500 common shares, 4,900,000 warrants, and 500,000 options of Bluesky, representing approximately 19.0% of all issued and outstanding common shares of the Company (or approximately 29.4% assuming exercise of the outstanding warrants and options).

Immediately following the Acquisitions, ThreeD and the Joint Actor own and control an aggregate of 7,222,500 common shares, 4,900,000 warrants, and 500,000 options of Bluesky, representing approximately 19.6% of all issued and outstanding common shares of the Company (or approximately 30.0% assuming exercise of the outstanding warrants and options). Of this total, ThreeD held an aggregate of 3,931,000 common shares and 2,700,000 warrants of the Company representing approximately 10.7% of the issued and outstanding common shares of the Company, (or approximately 16.8% assuming exercise of the warrants), and the Joint Actor held an aggregate of 3,291,500 common shares, 2,200,000 warrants, and 500,000 options of the Company representing approximately 9.0% of the issued and outstanding common shares of the Company (or approximately 15.2% on a partially diluted basis, assuming exercise of the warrants and options held).

The Subject Shares were purchased through the facilities of the Canadian Stock Exchange. The holdings of securities of the Company by ThreeD are managed for investment purposes, and ThreeD could increase or decrease its investments in the Company at any time, or continue to maintain its current position, depending on market conditions or any other relevant factor.

The trade was effected in reliance upon the exemption contained in Section 2.3 of National Instrument 45-106 on the basis that ThreeD is an “accredited investor” as defined herein.

About ThreeD Capital Inc.

ThreeD is a publicly-traded Canadian-based venture capital firm focused on opportunistic investments in companies in the junior resources and disruptive technologies sectors.  ThreeD’s investment strategy is to invest in multiple private and public companies across a variety of sectors globally. ThreeD seeks to invest in early stage, promising companies where it may be the lead investor and can additionally provide investees with advisory services and access to the Company’s ecosystem.

For further information:
Lynn Chapman, CPA, CA
Chief Financial Officer and Corporate Secretary
chapman@threedcap.com
Phone: 416-941-8900

The Canadian Securities Exchange has neither approved nor disapproved the contents of this news release and accepts no responsibility for the adequacy or accuracy hereof.

Nexus REIT Announces Q2 2021 Results Date and July and August 2021 Distributions

Nexus REIT Announces Q2 2021 Results Date and July and August 2021 Distributions




Nexus REIT Announces Q2 2021 Results Date and July and August 2021 Distributions

TORONTO and MONTREAL, July 23, 2021 (GLOBE NEWSWIRE) — Nexus Real Estate Investment Trust (TSX: NXR.UN) (“Nexus” or the “REIT”) announced today that it intends to release its financial results for the second quarter ended June 30, 2021 before the opening of the TSX on Thursday August 12, 2021.

Management of the REIT will host a conference call at 1:00 PM Eastern Standard Time on Thursday August 12, 2021 to review the financial results and operations.

To participate in the conference call, please dial 416-915-3239 or 1-800-319-4610 (toll free in Canada and the US) at least five minutes prior to the start time and ask to join the Nexus REIT conference call.

A recording of the conference call will be available until September 12, 2021. To access the recording, please dial 604-674-8052 or 1-855-669-9658 (toll free in Canada and the US) and enter access code 7494.

July and August 2021 Distributions

The REIT will make a cash distribution in the amount of $0.05333 per unit, representing $0.64 per unit on an annualized basis, payable August 13, 2021 to unitholders of record as of July 30, 2021.

The REIT will also make a cash distribution in the amount of $0.05333 per unit, representing $0.64 per unit on an annualized basis, payable September 15, 2021 to unitholders of record as of August 31, 2021.

The REIT’s distribution reinvestment plan (“DRIP”) entitles eligible unitholders to elect to receive all, or a portion of the cash distributions of the REIT reinvested in units of the REIT. Eligible unitholders who so elect will receive a bonus distribution of units equal to 4% of each distribution that was reinvested by them under the DRIP.

About Nexus REIT

Nexus is a growth-oriented real estate investment trust focused on increasing unitholder value through the acquisition, ownership and management of industrial, office and retail properties located in primary and secondary markets in North America. The REIT currently owns a portfolio of 89 properties comprising approximately 6.6 million square feet of gross leasable area. The REIT has approximately 33,788,000 Units issued and outstanding. Additionally, there are Class B LP units of subsidiary limited partnerships of Nexus issued and outstanding, which are convertible into approximately 16,442,000 Units.

For further information please contact:

Kelly Hanczyk, CEO at (416) 906-2379; or
Rob Chiasson, CFO at (416) 613-1262.

Faircourt Asset Management Inc. Announces July Distributions

Faircourt Asset Management Inc. Announces July Distributions




Faircourt Asset Management Inc. Announces July Distributions

TORONTO, July 23, 2021 (GLOBE NEWSWIRE) — Faircourt Asset Management Inc., as Manager of the Faircourt Funds (NEO:FGX), (NEO:FCS.UN), is pleased to announce the monthly distributions payable on the Shares and Trust Units of the below listed Funds.

Faircourt Funds Trading
Symbol
Distribution Amount
(per share/unit)
Ex-Dividend
Date
Record
Date
Payable
Date
Faircourt Gold Income Corp. FGX $0.024 July 29, 2021 July 30, 2021 August 16, 2021
Faircourt Split Trust FCS.UN $0.06 July 29, 2021 July 30, 2021 August 5, 2021

Faircourt Asset Management Inc. is the Investment Advisor for Faircourt Gold Income Corp. and Faircourt Split Trust.

This press release is not for distribution in the United States or over United States wire services.

For further information on the Faircourt Funds, please visit www.faircourtassetmgt.com or please contact 1-800-831-0304.

You will usually pay brokerage fees to your dealer if you purchase or sell Units of the Trust on the NEO Exchange or other alternative Canadian trading system (an “exchange”). If the Units are purchased or sold on an exchange, investors may pay more than the current net asset value when buying Units of the Trust and may receive less than the current net asset value when selling them.

There are ongoing fees and expenses associated with owning units of an investment fund. An investment fund must prepare disclosure documents that contain key information about the fund. You can find more detailed information about the fund in the public filings available at www.sedar.com. Investment funds are not guaranteed, their values change frequently and past performance may not be repeated.

FPI Nexus annonce la date des résultats du T2 2021 et les distributions de juillet et août 2021

FPI Nexus annonce la date des résultats du T2 2021 et les distributions de juillet et août 2021




FPI Nexus annonce la date des résultats du T2 2021 et les distributions de juillet et août 2021

MONTRÉAL et TORONTO, 23 juill. 2021 (GLOBE NEWSWIRE) — Le Fonds de Placement Immobilier Nexus (le « FPI Nexus » ou le « FPI ») (TSX : NXR.UN) a annoncé aujourd’hui qu’il a l’intention de publier ses résultats financiers pour le deuxième trimestre clos le 30 juin 2021, avant l’ouverture de la Bourse TSX le jeudi 12 août 2021.

La direction du FPI tiendra une conférence téléphonique à 13h00, heure normale de l’Est, le jeudi 12 août 2021 pour passer en revue les résultats financiers et les activités d’exploitation.

Pour participer à la conférence téléphonique, veuillez s.v.p. composer le 416-915-3239 (région de Toronto) ou le 1-800-319-4610 (sans frais au Canada et aux États-Unis) au moins cinq minutes avant le début de l’appel, et demander à joindre la conférence téléphonique FPI Nexus (ou « Nexus REIT conference call » en anglais).

Un enregistrement de la conférence téléphonique sera disponible jusqu’au 12 septembre 2021. Pour accéder à l’enregistrement, veuillez s.v.p. composer le 604-674-8052 ou le 1-855-669-9658 (sans frais au Canada et aux États-Unis) et entrer 7494 comme code d’accès.

Distributions de juillet et août 2021

Le FPI versera une distribution en espèces de 0,05333 $ par part, représentant 0,64 $ par part sur une base annualisée, payable le 13 août 2021 aux détenteurs de parts inscrits au 30 juillet 2021.

Le FPI versera également une distribution en espèces de 0,05333 $ par part, représentant 0,64 $ par part sur une base annualisée, payable le 15 septembre 2021 aux détenteurs de parts inscrits au 31 août 2021.

La distribution mensuelle courante du FPI demeure à 0,05333 $ par part. Le plan de réinvestissement de distribution (mieux connu sous l’acronyme anglais « DRIP ») du FPI permet aux détenteurs de parts éligibles de choisir de faire réinvestir la totalité ou une partie des distributions en espèces du FPI dans des parts supplémentaires du FPI. Les détenteurs de parts éligibles qui choisissent cette option recevront ainsi une distribution supplémentaire de parts égale à 4% de chaque distribution qui a été réinvestie par eux en vertu du DRIP.

À propos de FPI Nexus

Le FPI Nexus est une fiducie de placement immobilier axée sur la croissance, résolue à créer de la valeur pour ses porteurs de parts grâce à l’acquisition, à la propriété et à la gestion d’immeubles industriels ainsi que d’immeubles de bureaux et de commerce de détail situés sur les marchés primaires et secondaires d’Amérique du Nord. À l’heure actuelle, le FPI est propriétaire d’un portefeuille de 89 propriétés comportant une superficie locative brute d’environ 6,6 millions de pieds carrés. Le FPI Nexus a environ 33 788 000 Parts émises et en circulation. De plus, il y a des parts de société en commandite de catégorie B de sociétés en commandite filiales du FPI Nexus émises et en circulation qui sont convertibles en environ 16 442 000 Parts du FPI.

Pour tout complément d’information, veuillez communiquer avec :
Kelly C. Hanczyk, chef de la direction au 416 906-2379 ou
Rob Chiasson, chef de la direction financière au 416 613-1262.

TDb Split Corp. Financial Results to May 31, 2021

TDb Split Corp. Financial Results to May 31, 2021




TDb Split Corp. Financial Results to May 31, 2021

TORONTO, July 23, 2021 (GLOBE NEWSWIRE) — TDb Split Corp. (“the Company”) announces that its semi-annual financial statements and management report of fund performance for the six months ended May 31, 2021 are now available at www.sedar.com and the Company’s website at www.tdbsplit.com.

For further information, please contact Investor Relations at 416-304-4443, toll free at 1-877-4-Quadra (1-877-478-2372), or visit www.tdbsplit.com.

Investor Relations: 1-877-478-2372
Local: 416-304-4443
www.tdbsplit.com
info@quadravest.com

Dividend Select 15 Corp. Financial Results to May 31, 2021

Dividend Select 15 Corp. Financial Results to May 31, 2021




Dividend Select 15 Corp. Financial Results to May 31, 2021

TORONTO, July 23, 2021 (GLOBE NEWSWIRE) — Dividend Select 15 Corp. (“the Company”) announces that its semi-annual financial statements and management report of fund performance for the six months ended May 31, 2021 are now available at www.sedar.com and the Company’s website at www.dividendselect15.com.

For further information, please contact Investor Relations at 416-304-4443, toll free at 1-877-4-Quadra (1-877-478-2372), or visit www.dividendselect15.com.

Churchill Enters Into Definitive Option Agreement to Acquire Florence Lake Ni-Cu-PGE Property From Altius

Churchill Enters Into Definitive Option Agreement to Acquire Florence Lake Ni-Cu-PGE Property From Altius




Churchill Enters Into Definitive Option Agreement to Acquire Florence Lake Ni-Cu-PGE Property From Altius

TORONTO, July 23, 2021 (GLOBE NEWSWIRE) — Further to its news release dated June 25, 2021, Churchill Resources Inc. (“Churchill” or the “Company”) (TSXV:CRI) is pleased to announce that it has entered into a definitive option agreement (the “Option Agreement”) with Altius Resources Inc. (“Altius”) to acquire a 100% undivided interest in certain mining claims comprising the Florence Lake Ni-Cu-PGE property in central Labrador near the coastal community of Hopedale and 175 km south of the Voisey’s Bay mine (the “Florence Lake Property”). The Florence Lake Property is host to several Raglan-type ultramafic volcanic-hosted massive and disseminated sulphide nickel showings, and was last explored by Falconbridge between 1990-1997 during which time approximately 6,250m of drilling in 45 shallow holes were conducted, with drill core present on the property for relogging and sampling.

Option Agreement Terms

Under the terms of the Option Agreement, the Company shall have the exclusive option for a period of 24 months to acquire an undivided 100% ownership interest in the Florence Lake Property by:

  1. issuing 1,373,946 common shares in the capital of the Company (“Common Shares”) to Altius (which have been issued);
  2. incurring a minimum of $1,500,000 in exploration expenditures within 24 months following the execution date of the Option Agreement;
  3. completing an equity financing on a private placement basis for aggregate gross proceeds of at least $4 million (the “Private Placement”);
  4. following the completion of the Private Placement, issuing to Altius 7,000,000 Common Shares or such lesser number of Common Shares such that after such issuance, Altius shall not own more than 19.9% of the Common Shares outstanding following the issuance of such Common Shares to Altius, on a partially diluted basis;
  5. providing Altius with a nomination right to elect one nominee to the board of directors of Churchill until such time that Altius beneficially owns less than 9.9% of the Common Shares; and
  6. providing Altius with a pre-emptive right to participate in future equity financings of Churchill to maintain its share ownership percentage interest in Churchill to a maximum of 19.9% of the issued and outstanding Common Shares until such time that Altius beneficially owns less than 9.9% of the Common Shares.

Following the date that the option is deemed to have been exercised in accordance with its terms, Churchill will issue and grant to Altius a 1.6% gross sales royalty on any minerals produced from the claims comprising the Florence Lake Property.

Florence Lake Property

The Florence Lake Project is comprised of three map-staked licenses in two blocks, with the northern Florence Lake Block comprising Licenses 027520M (50 claims) and 032167M (151 claims) totaling 5,025ha or 50.25km2. The southern Seahorse Lake Block is comprised of license 032231M containing 172 claims which cover 4,300ha or 43km2. These licenses require $78,139.00 in assessment work during the current year.

Unless otherwise indicated, the scientific and technical information contained in this news release has been reviewed and approved by Paul Sobie, P.Geo, who is a “qualified person” within the meaning of National Instrument 43-101 – Standards of Disclosure for Mineral Projects.

About Churchill Resources

Churchill is managed by career mining industry professionals which currently holds three exploration projects, namely Taylor Brook in Newfoundland, Pelly Bay in Nunavut and White River in Ontario. All three projects are at the evaluation stage, with known mineralized Ni-Cu-Co showings at Taylor Brook and Pelly Bay, and diamondiferous kimberlitic intrusives at White River and Pelly Bay. The primary focus of Churchill is on the continued exploration and development of the Taylor Brook and Florence Lake Project.

Further Information

For further information regarding Churchill, please contact:

Churchill Resources Inc.
Paul Sobie, Chief Executive Officer
Tel.  416.365.0930 (o)
       647.988.0930 (m)

FORWARD-LOOKING STATEMENTS

This news release contains certain forward-looking statements, including, but not limited to, statements about Churchill’s objectives, goals and exploration activities proposed to be conducted on its properties; future growth potential of Churchill, including whether any proposed exploration programs at any of its properties will be successful; exploration results; and future exploration plans and costs. Wherever possible, words such as “may”, “will”, “should”, “could”, “expect”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict” or “potential” or the negative or other variations of these words, or similar words or phrases, have been used to identify these forward-looking statements. In particular, this release contains forward-looking information relating to, among other things, the exercise of the option, the number of Common Shares that may be issued in connection with the transactions discussed herein, and the future growth potential of the Company, including whether any proposed exploration programs at any of its properties will be successful. These statements reflect management’s current beliefs and are based on information currently available to management as at the date hereof.

Forward-looking statements involve significant risk, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. These factors should be considered carefully and readers should not place undue reliance on the forward-looking statements. Such factors, among other things, include: exploration results on the Florence Lake Property; the expected benefits to Churchill relating to the exploration proposed to be conducted on its properties; receipt of all regulatory approvals in connection with the transaction contemplated herein; failure to identify any additional mineral resources or significant mineralization; the preliminary nature of metallurgical test results; uncertainties relating to the availability and costs of financing needed in the future, including to fund any exploration programs on the Churchill’s properties, if required; fluctuations in genera macroeconomic conditions; fluctuations in securities markets; fluctuations in spot and forward prices of gold, silver, base metals or certain other commodities; change in national and local government, legislation, taxation, controls, regulations and political or economic developments; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or unexpected formations pressures, cave-ins and flooding); inability to obtain adequate insurance to cover risks and hazards; the presence of laws and regulations that may impose restrictions on mining and mineral exploration; employee relations; relationships with and claims by local communities and indigenous populations; availability of increasing costs associated with mining inputs and labour; the speculative nature of mineral exploration and development (including the risks of obtaining necessary licenses, permits and approvals from government authorities); the unlikelihood that properties that are explored are ultimately developed into producing mines; geological factors; actual results of current and future exploration; changes in project parameters as plans continue to be evaluated; soil sampling results being preliminary in nature and are not conclusive evidence of the likelihood of a mineral deposit; title to properties; and ongoing uncertainties relating to the COVID-19 pandemic Although the forward-looking statements contained in this news release are based upon what management believes to be reasonable assumptions, the Churchill cannot assure readers that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this news release, and the Churchill assumes no obligation to update or revise them to reflect new events or circumstances, except as required by law. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

Timbercreek Financial Declares July 2021 Dividend

Timbercreek Financial Declares July 2021 Dividend




Timbercreek Financial Declares July 2021 Dividend

TORONTO, July 23, 2021 (GLOBE NEWSWIRE) — Timbercreek Financial (TSX: TF) (the “Company”) is pleased to announce that its board of directors (the “Board”) has declared a monthly cash dividend of $0.0575 per common share (“Common Share”) of the Company to be paid on August 13, 2021 to holders of Common Shares of record on July 30, 2021.

The Company also offers a Dividend Reinvestment Plan (the “Plan”), which is eligible to holders of Common Shares and provides a convenient means to purchase additional Common Shares by reinvesting cash dividends at a potential discount and without having to pay commissions, service charges or brokerage fees.

Pursuant to the Plan and at the discretion of Timbercreek Capital Inc., the Manager, Common Shares will be acquired in the open market at prevailing prices or issued from treasury at 98 percent of the average market price (the “Average Market Price”) for the five trading day period ending on the third business day immediately prior to the dividend payment date (the “Trading Period”).

Common Shares acquired under the Plan will be automatically enrolled in the Plan. Shareholders who hold their Common Shares through a broker, financial institution or other nominee must enroll for distribution reinvestment through their nominee holder.

The full text of the Plan can be obtained on the Company’s website at https://www.timbercreekfinancial.com/investor-relations/dividend-reinvestment-plan

About Timbercreek Financial

Timbercreek Financial is a leading non-bank, commercial real estate lender providing shorter-duration, structured financing solutions to commercial real estate investors. Our sophisticated, service-oriented approach allows us to meet the needs of borrowers, including faster execution and more flexible terms that are not typically provided by Canadian financial institutions. By employing thorough underwriting, active management and strong governance, we are able to meet these needs while targeting strong risk-adjusted returns for investors.

CONTACT:
Timbercreek Financial
Blair Tamblyn
Chief Executive Officer
btamblyn@timbercreek.com
www.timbercreekfinancial.com.

Premier Diversified Holdings Inc. Enters Into Loan Agreement

Premier Diversified Holdings Inc. Enters Into Loan Agreement




Premier Diversified Holdings Inc. Enters Into Loan Agreement

Not for dissemination in the United States of America.

VANCOUVER, British Columbia, July 23, 2021 (GLOBE NEWSWIRE) —

Loan Agreement

Premier Diversified Holdings Inc. (“Premier” or the “Company“) (TSXV: PDH) announces that it has entered into a loan agreement with MPIC Fund I, LP (“MPIC“) for a secured loan in the principal amount of up to USD$80,000 (the “Loan“). The Loan matures on July 22, 2022 and bears interest at a rate of 6% per annum. The Loan is secured with all of the present and after-acquired property of the Company and ranks equally in priority with all of the loans previously made to the Company by MPIC. The Loan will be used for working capital and may be used to acquire an additional interest in MyCare MedTech Inc., a telehealth company.

The Company is not issuing any securities, or paying any bonus, commission or finder’s fees on the Loan. The Loan is repayable at any time without penalty. The Company expects to partially repay the financing upon receiving funds from some of its Arcola investment, which is expected to partially distribute funds to investors in the first half of August 2021.

Related party transaction disclosure

As MPIC is a control person of Premier, the Loan constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 Protection of Minority Security holders in Special Transactions (“MI 61-101“). The Loan has been determined to be exempt from the requirements to obtain a formal valuation or minority shareholder approval based on sections 5.5(b) and 5.7(1)(f) of MI 61-101.

Premier does not have securities listed or quoted on any of the specified markets listed in section 5.5(b) of MI 61-101. Premier is relying on the exemption from minority shareholder approval in 5.7(1)(f) of MI 61-101 as the loan was obtained by Premier from MPIC on reasonable commercial terms that are not less advantageous to Premier than if the loan had been obtained from a person dealing at arm’s length with Premier. Further, the loan is not convertible, directly or indirectly, into equity or voting securities of Premier or a subsidiary entity of the issuer, or otherwise participating in nature, or repayable as to principal or interest, directly or indirectly, in equity or voting securities of Premier or a subsidiary entity of the issuer.

The Loan is subject to review and acceptance by the TSX Venture Exchange.

Amended Loan Agreements with MPIC Fund I, LP.

Premier entered into a loan agreement with MPIC on July 28, 2020 with a principal amount of US$150,000. This loan was supposed to mature on July 28, 2021. MPIC and Premier agreed to extend the maturity date to July 28, 2022.

New Articles of the Company

On June 30, 2021, shareholders of Premier approved the adoption of new Articles of the Company, subject to approval by the TSX Venture Exchange. The TSXV granted final approval to the new Articles on July 21, 2021. The Board has determined to proceed with implementation of the new Articles, which are filed on SEDAR. Details of the proposed amendments were included in the management information circular dated June 1, 2021 which is also available on SEDAR.

About Premier Diversified Holdings Inc.

Premier Diversified Holdings Inc. participates in diversified industries through its acquisitions of securities and/or assets of public and private entities which it believes have potential for significant returns. It may act as a holding company (either directly or through a subsidiary) and may participate in management of subsidiary entities to varying degrees.

On behalf of the Board of Directors

“Sanjeev Parsad”

Sanjeev Parsad
President, CEO and Director

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities in any jurisdictions in which such offer, solicitation or sale would be unlawful. Any offering made will be pursuant to available prospectus exemptions and restricted to persons to whom the securities may be sold in accordance with the laws of such jurisdictions, and by persons permitted to sell the securities in accordance with the laws of such jurisdictions.

Further information regarding the Company can be found on SEDAR at www.sedar.com.  

Not for dissemination in the United States of America.

Legal Notice Regarding Forward Looking Statements: This news release contains “forward-looking statements” within the meaning of applicable Canadian securities legislation. Forward-looking statements are indicated expectations or intentions. Forward-looking statements in this news release include statements regarding loan terms including maturity date), that PDH will repay the loan from MPIC as disclosed in the news release, that the net proceeds of the Loan will be used as stated in this news release, and that funds will be distributed by Arcola in August of 2021. Factors that could cause actual results to be materially different include but are not limited to the following: that any revenue which PDH makes indirectly via its operating subsidiaries or through return of funds by Arcola will be insufficient to repay the loans to MPIC, that the terms and conditions of the various loans may be amended, that the management or board of PDH may use its revenue or other the funds for other purposes, that the capital raised will be insufficient capital to accomplish our intentions and capital alone may not be sufficient for us to grow our business, that the issuer’s financial position will not improve, will stay the same or will decline further, that the timing of receipt of anticipated revenues or returns may be delayed, that its ongoing expenses including general and administrative expenses will increase and that complications or unforeseen obstacles from COVID-19 or other factors may negatively impact Premier. Investors are cautioned against placing undue reliance on forward-looking statements. It is not our policy to update forward looking statements.

CONTACT: For further information, contact:
Sanjeev Parsad, President and CEO

Phone: (604) 678.9115
Fax: (604) 678.9279
E-mail: sparsad@pdh-inc.com
Web: www.pdh-inc.com