Mr. Marc Williams reports
PEDRO RESOURCES LTD. ANNOUNCES LOAN
Pedro Resources Ltd. has issued promissory notes (the bridge notes) to certain non-arm's-length lenders and arm's-length lenders of the company for available proceeds to the company of $351,711. The loan shall mature on Aug. 31, 2027. The amounts outstanding under the bridge notes bear interest at 6 per cent per annum, payable together with any outstanding principal at the end of the term, except for $10,585 which bears interest at 12 per cent per annum.
The loan contains certain other customary financial and other covenants, and will be used for general working capital purposes. The bridge notes are intended to provide immediate capital to the company while it seeks additional sources of capital, which may include the future issuance of other debt or equity securities, including, without limitation, a formal credit facility, whether with the lenders or otherwise, to meet the company's long-term capital needs.
The issuance of the bridge notes constitutes a related-party transaction as defined in Multilateral Instrument 61-101 (Protection of Minority Securityholders in Special Transactions) as certain lenders are control persons, directors and/or officers of the company. The company is relying on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(g) and 5.7(1)(e) of MI 61-101 as the company is in financial difficulty and the transaction is designed to improve the financial position of the company, as determined in accordance with MI 61-101. The company did not file a material change report in respect of the related-party transaction at least 21 days before the issuance of the bridge notes, which the company deems reasonable given the company's need for immediate financing.
The loan was approved by the members of the board of directors of the company who are independent for the purposes of the loan, being all directors other than Mr. Williams and Mr. Mercier. No special committee was established in connection with the bridge note, and no materially contrary view or abstention was expressed or made by any director of the company in relation thereto.
About Pedro Resources Ltd.
Pedro is a Canadian exploration company listed on the Canadian Securities Exchange focused on mineral exploration and development. The company is currently advancing a proposed change of business toward the development of biotechnologies for the remediation and reclamation of contaminated soils.
We seek Safe Harbor.
© 2026 Canjex Publishing Ltd. All rights reserved.