Mr. Liran Brenner reports
SUPERBUZZ ANNOUNCES LOAN AGREEMENT
Superbuzz Inc.'s wholly owned subsidiary, Message Notify Ltd., a company organized under the laws of the State of Israel, entered into a loan agreement effective Aug. 5, 2024, to borrow $755,742 (U.S.) ($1,042,470.51 (Canadian)) from Yoel Yogev, the chairman and a director of the company.
The loan bears interest at a rate of 13 per cent per annum, commencing as of the date of the principal amount was provided by the lender to the borrower, and until it is repaid in full, to be calculated on the basis of 365 days a year. The loan or any portion thereof shall be repaid by the borrower to the lender upon the earlier of: (i) July 28, 2025; (ii) the voluntary liquidation, dissolution or winding up of the company; or (iii) upon a default event.
The company intends to use the proceeds of the loan for working capital and general and corporate purposes.
As stated above, the lender is a director, chairman and control person of the company. Accordingly, the loan is a related party transaction within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. A resolution of the board of directors of the company was passed to approve the loan, with Mr. Yogev abstaining from voting. No materially contrary view or abstention was exercised or made by any other director.
The company relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in Section 5.5(b) as the company is only listed on the TSX-V and Section 5.7(1)(f) as the loan is not convertible or repayable in equity or voting securities of the company or the borrower, and the loan was obtained on reasonable commercial terms that were not less advantageous to the company than if the loan were obtained from an arm's-length party.
The company did not file a material change report more than 21 days before the closing, which it considers reasonable in the circumstances, as the company wanted to close the transaction on an expedited basis for business reasons.
About Superbuzz Inc.
Superbuzz is revolutionizing how people interact with technology. Its artificial intelligence platform leverages GPT-3 to automate many processes, including push notifications and content creation. The platform simplifies the user experience, allowing for advanced digital interaction that cuts back on manual tasks. Moreover, Superbuzz's AI platform intelligently responds to small-and medium-sized businesses' unique needs, making it an incredibly reliable and powerful tool for various applications.
Additional information in respect of the company's business is available under the company's SEDAR+ profile.
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