Latest news with #MI61
Cision Canada
12 hours ago
- Business
- Cision Canada
Martello and Wesley Clover International Amend Loan Agreement
Amendment extends the loan's maturity date to 2028 at a fixed interest rate of 12%. /NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES./ OTTAWA, ON, July 23, 2025 /CNW/ - Martello Technologies Group Inc., ("Martello" or the "Company") (TSXV: MTLO), a provider of experience management solutions for enterprise collaboration, announced today an amendment to the amended and restated loan agreement with Wesley Clover International signed on August 28, 2023 (the "Wesley Clover Loan"). Wesley Clover International is the investment firm controlled by Martello Chairman Terence Matthews. The amendment extends the maturity date of the loan by two years to August 28, 2028 and adjusts the interest rate from US Prime plus 8.75% per annum to a fixed rate of 12% per annum. Interest accrues during the term of the loan and is to be paid at loan maturity. The amendment described above 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 Company has relied on exemptions from the formal valuation and minority shareholder approval requirements of MI 61–101 contained in sections 5.5(b) and 5.7(1)(f) of MI 61–101 in respect of the amendment described above. About Martello Technologies Group Martello (TSXV: MTLO) is a technology company that provides experience management solutions for enterprise collaboration tools such as Microsoft Teams and Mitel unified communications. The Company's Vantage DX solution enables IT teams and managed service providers (MSPs) to deliver a frictionless Microsoft Teams user experience. With Vantage DX, they can move from reactive to proactive support by detecting potential performance issues before they impact users, and speeding resolution time from days to minutes. This leads to increased productivity, realizes efficiencies, and allows businesses to harness the full value of Microsoft Teams. Martello is a public company headquartered in Ottawa, Canada with employees in Europe, the United States and the Asia Pacific region. Learn more at This press release does not constitute an offer of the securities of the Company for sale in the United States. The securities of the Company have not been registered under the United States Securities Act of 1933, (the "1933 Act") as amended, and may not be offered or sold within the United States absent registration or an exemption from registration under the 1933 Act. 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 state in which such offer, solicitation or sale would be unlawful. 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 news release. Cautionary Note Regarding Forward-Looking Information This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information can be identified by words such as: "anticipate," "intend," "plan," "goal," "seek," "believe," "project," "estimate," "expect," "strategy," "future," "likely," "may," "should," "will" and similar references to future periods and includes, but is not limited to, information, statements and expectations regarding: the expected use of proceeds of the Private Placement; and other activities, events or developments that the Company expects or anticipates will or may occur in the future. Forward-looking information is neither a statement of historical fact nor assurance of future performance. Instead, forward-looking information is based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking information relates to the future, such statements are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking information. Therefore, you should not rely on any of the forward-looking information. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking information include, among others, the following: Continued volatility in the capital or credit markets and the uncertainty of additional financing. Our ability to maintain our current credit rating and the impact on our funding costs and competitive position if we do not do so. Changes in customer demand. Disruptions to our technology network including computer systems and software, as well as natural events such as severe weather, fires, floods and earthquakes or man-made or other disruptions of our operating systems, structures or equipment. Delayed purchase timelines and disruptions to customer budgets, as well as Martello's ability to maintain business continuity. and other risks disclosed in the Company's filings with Canadian Securities Regulators, available on the Company's profile on SEDAR+ at Any forward-looking information provided by the Company in this news release is based only on information currently available and speaks only as of the date on which it is made. Except as required by applicable securities laws, the Company undertakes no obligation to publicly update any forward-looking information, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise. SOURCE Martello Technologies Group Inc.
Yahoo
10-07-2025
- Business
- Yahoo
Bessor Announces Closing of Private Placement and Termination of Easter Project Option
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES Vancouver, BC, July 09, 2025 (GLOBE NEWSWIRE) -- Bessor Minerals Inc. (TSXV:BST) ("Bessor" or the 'Corporation') is pleased to announce that it has completed its previously announced non-brokered private placement offering on May 16, 2025, pursuant to which Bessor issued 5,000,0000 common shares in the capital of Bessor ('Common Shares') at a price of $0.02 per Common Share, for aggregate gross proceeds of $100,000 (the 'Private Placement'). All securities issued in connection with the Private Placement are subject to a hold period of four months and one day from July 9, 2025. The net proceeds from the Private Placement will be used for: potential exploration of Bessor's properties; potential future acquisitions; and general working capital. The Private Placement was completed using available prospectus exemptions under securities laws, including the accredited investor exemption and the close friends, family and business associates exemption. The Private Placement is subject to final approval of the TSX Venture Exchange (the 'TSXV'). MI 61-101 and TSXV Policy 5.9 Disclosure Of the 5,000,000 Common shares issued pursuant to the Private Placement, 350,000 Common Shares were issued directly or indirectly to Zygmunt Hancyk, a director of Bessor. Bessor relied on section 5.5(b) of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ('MI 61-101') as the exemption from the formal valuation requirements of MI 61-101 and TSX Venture Exchange Policy 5.9 in respect of the issuance of the Common Shares to the director of Bessor as the Common Shares of Bessor are not listed on a specified market (and the Common Shares are only listed on the TSX Venture Exchange). The Corporation relied on section 5.7(1)(b) of MI 61-101 as the exemption from the minority approval requirements of MI 61-101 and TSX Venture Exchange Policy 5.9 in respect of the issuance of Common Shares to the director of the Corporation as Bessor is not listed on a specified stock exchange and, at the time the Private Placement was agreed to, neither the fair market value of the securities to be distributed pursuant to the Private Placement to such persons, nor the consideration to be received for those securities, will exceed $2,500,000. No special committee was established in connection with the Private Placement. The Board of Directors of Bessor has unanimously approved the Private Placement and no materially contrary view or abstention was expressed or made by any director in relation to the Private Placement. The material change report to be filed in relation to the closing of the Private Placement will not be not filed at least 21 days prior to the completion of the Private Placement as contemplated by MI 61-101. Bessor believes that this shorter period is reasonable and necessary in the circumstances as the completion of the Private Placement occurred shortly before the issuance of such material change report in relation to the Private Placement. Termination of Option The Corporation would also like to announce that further to its press release dated April 4, 2024, it has terminated its option to earn a 60% interest in the Easter Gold Project in Lincoln County, Nevada. ABOUT BESSOR MINERALS focus is on exploration and development of the Redhill volcanogenic massive sulphide deposit in British Columbia. In addition, Bessor has a 1% NSR on certain claims in the Blackwater Mine operated by Artemis Gold Inc. BESSOR MINERALS RileyPresident, CEO & DirectorFor further information, contact:Investor RelationsPhone: 778-809-1303Email: info@ This news release contains certain forward-looking information. All statements included herein, other than statements of historical fact, are forward-looking information and such information involves various risks and uncertainties. In particular, this news release contains forward-looking information in relation to the Private Placement, including, the potential use of proceeds of the Private Placement, including, the potential exploration and development of Bessor's properties and potential future acquisitions. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. This forward-looking information reflects Bessor's current beliefs and is based on information currently available to Bessor and on assumptions Bessor believes are reasonable. These assumptions include, but are not limited to: the current share price of Bessor's common shares; Bessor's current and initial understanding and analysis of its projects; Bessor's general and administrative costs remaining constant; market acceptance of Bessor's business model, goals and approach; the availability of potential acquisitions and prices acceptable to Bessor; and the feasibility and reasonableness of conducting exploration on and developing any of Bessor's projects. Forward-looking information is subject to known and unknown risks, uncertainties and other factors which may cause the actual results, level of activity, performance or achievements of Bessor to be materially different from those expressed or implied by such forward-looking information. Such risks and other factors may include, but are not limited to: there is no certainty that the ongoing work programs will result in significant or successful exploration and development of Bessor's properties; uncertainty as to the actual results of exploration and development or operational activities; uncertainty as to the availability and terms of future financing on acceptable terms; uncertainty as to timely availability of permits and other governmental approvals; Bessor may not be able to comply with its ongoing obligations regarding its properties; the early stage development of Bessor and its projects; general business, economic, competitive, political and social uncertainties; capital market conditions and market prices for securities, junior market securities and mining exploration company securities; commodity prices; the actual results of current exploration and development or operational activities; competition; changes in project parameters as plans continue to be refined; accidents and other risks inherent in the mining industry; lack of insurance; delay or failure to receive board or regulatory approvals, including TSXV final approval of the Private Placement; changes in legislation, including environmental legislation or income tax legislation, affecting Bessor; conclusions of economic evaluations; and lack of qualified, skilled labour or loss of key individuals. A description of additional risk factors which may cause actual results to differ materially from forward-looking information can be found in Bessor's disclosure documents on the SEDAR+ website at Although Bessor has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information. Bessor does not undertake to update any forward-looking information except in accordance with applicable securities in to access your portfolio
Hamilton Spectator
09-07-2025
- Business
- Hamilton Spectator
TerrAscend Completes $79 Million Non-Dilutive Debt Financing
Proceeds used to retire $68 million of existing debt with the remainder designated for future growth initiatives Additional facility of up to $35 million available for strategic M&A No material debt maturing until late 2028 TORONTO, July 09, 2025 (GLOBE NEWSWIRE) — TerrAscend Corp. ('TerrAscend' or the 'Company') (TSX: TSND, OTCQX: TSNDF), a leading North American cannabis company, today announced that the Company, together with certain entities that are consolidated by the Company (the 'Consolidated Entities'), has closed on an upsize to its senior secured syndicated term loan (the 'Loan') of $79 million (the 'Transaction'), $68 million of which were used to retire existing indebtedness across other lenders, with the remainder designated for future growth initiatives. As part of the Transaction, an additional uncommitted term loan facility in an aggregate principal amount of up to $35 million will be available for future mergers and acquisitions ('M&A'). The Loan, led by FocusGrowth Asset Management, LP ('FocusGrowth'), a leading capital provider to the cannabis sector, carries an interest rate of 12.75%, and matures in August 2028. It contains no prepayment penalties, and is guaranteed by the Company. No warrants were issued as part of the Loan. 'This loan extends the vast majority of our debt until late 2028 and provides additional capital to execute on our growth initiatives, including M&A,' said Jason Wild, Executive Chairman of TerrAscend. 'This transaction reflects FocusGrowth's confidence in the Company's vision and strategy. Their team has been a pleasure to work with, and we look forward to a long and successful partnership together.' 'Our team is excited to further our partnership with the TerrAscend team to support their growth,' said Peter Bio, Partner of FocusGrowth. 'TerrAscend has established itself as a market leader in multiple states with ample greenfield opportunities for growth in both new and existing markets. We have enjoyed working with the team on this transaction and are already working with management to evaluate additional opportunities.' The Transaction constitutes a 'related party transaction' within the meaning of Multilateral Instrument 61–101 Protection of Minority Security Holders in Special Transactions ('MI 61–101') because Jason Wild, an insider of the Company, directly or indirectly invested approximately US$1.6 million of the Loan as a member of the loan syndicate in connection with the Transaction (the 'Insider Participation'). The Company has relied on 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 in respect of the Insider Participation as the fair market value (as determined in accordance with MI 61-101) of the Insider Participation in the Transaction is below 25% of the Company's market capitalization (as determined in accordance with MI 61-101). About TerrAscend TerrAscend is a leading TSX-listed cannabis company with interests across the North American cannabis sector, including operations in Pennsylvania, New Jersey, Maryland, Ohio, Michigan and California through TerrAscend Growth Corp. and retail operations in Canada, TerrAscend operates The Apothecarium, Gage and other dispensary retail locations as well as scaled cultivation, processing, and manufacturing facilities in its core markets. TerrAscend's cultivation and manufacturing practices yield consistent, high-quality cannabis, providing industry-leading product selection to both the medical and legal adult-use markets. The Company owns or licenses several synergistic businesses and brands including Gage Cannabis, The Apothecarium, Cookies, Lemonnade, Ilera Healthcare, Kind Tree, Legend, State Flower, Wana, and Valhalla Confections. For more information visit . Caution Regarding Cannabis Operations in the United States Investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States. Cannabis remains a Schedule I drug under the U.S. Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute or possess cannabis in the United States. Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable US federal money laundering legislation. While the approach to enforcement of such laws by the federal government in the United States has trended toward non-enforcement against individuals and businesses that comply with medical or adult-use cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve TerrAscend of liability under U.S. federal law, nor will it provide a defense to any federal proceeding which may be brought against TerrAscend. The enforcement of federal laws in the United States is a significant risk to the business of TerrAscend and any proceedings brought against TerrAscend thereunder may adversely affect TerrAscend's operations and financial performance. Forward-Looking Information This press release contains 'forward-looking information' within the meaning of applicable securities laws. Forward-looking information contained in this press release may be identified by the use of words such as, 'may', 'would', 'could', 'will', 'likely', 'expect', 'anticipate', 'believe,' 'intend', 'plan', 'forecast', 'project', 'estimate', 'look forward to', 'outlook' and other similar expressions, and include, but are not limited to, statements with respect to the Company's expectation of future availability of funds under the uncommitted term loan; and the Company's growth prospects in new and existing markets. Forward-looking information is not a guarantee of future performance and is based upon a number of estimates and assumptions of management in light of management's experience and perception of trends, current conditions and expected developments, as well as other factors relevant in the circumstances, including assumptions in respect of current and future market conditions, the current and future regulatory environment, and the availability of licenses, approvals and permits. Although the Company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because the Company can give no assurance that they will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. Forward-looking information is subject to a variety of risks and uncertainties that could cause actual events or results to differ materially from those projected in the forward-looking information. Such risks and uncertainties include, but are not limited to, current and future market conditions; risks related to federal, state, provincial, territorial, local and foreign government laws, rules and regulations, including federal and state laws in the United States relating to cannabis operations in the United States; and the risk factors set out in the Company's most recently filed MD&A, filed with the Canadian securities regulators and available under the Company's profile on SEDAR+ at and in the section titled 'Risk Factors' in the Company's Annual Report for the year ended December 31, 2024 filed with the Securities and Exchange Commission on March 6, 2025. The statements in this press release are made as of the date of this release. The Company disclaims any intent or obligation to update any forward-looking information, whether, as a result of new information, future events, or results or otherwise, other than as required by applicable securities laws. For more information regarding TerrAscend: Ziad Ghanem Chief Executive Officer IR@ 689-345-4114 Investor Relations Contact: KCSA Strategic Communications Valter Pinto, Managing Director Valter@ 212-896-1254
