Affinor Resources Inc.
CNSX : AFI
OTC PINK : RSSFF
FRANKFURT : 1AF
Affinor Plans to Acquire 100% of Private Company in Final Stages of Medical Marijuana Growers Licence Approval
MONTREAL, CANADA--(Marketwired - May 9, 2014) - Affinor Resources (CSE:AFI)(PINKSHEETS:RSSFF)(FRANKFURT:1AF)("Affinor" or the "Corporation) executes plan to acquire a Medical Marijuana growers license.
Affinor is very pleased to announce it has come to an agreement to acquire 100% of a private company in the final stage of obtaining their Medical Marijuana growers licence. The company located in the Province of British Columbia, owns a fully functional production facility. The management team of the company planned for acquisition, are a highly experienced group who will work directly with Affinor over the next three years to develop premium strains and optimize the facility to mass-produce ultra high quality products at the lowest possible price.
Under the terms of the agreement, the company will pay 2.55 million shares to Nick Brusatore who owns 51% of the private company and 2.65 million shares to additional shareholders owning the remaining 49% of which only 10% will be issued now and the balance when an MMPR licence is officially granted to Affinor.
Nick Brusatore being a related party to Affinor within the meaning of Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions (the "Regulation 61-101"). The Issuance will constitute a "related party transaction" within the meaning of Regulation 61-101. However, the directors of the Corporation have determined that the exemptions from formal valuation and minority approval requirements provided for respectively under subsections 5.5(a) and 5.7(1)(a) of Regulation 61-101 can be relied on as neither the fair market value of the securities issued in favour of the related party nor the fair market value of the consideration paid for these securities exceed 25% of the Corporation's market capitalization, the board of directors having acted in good faith with respect to the determination of fair market value of the transaction concerning the exemption threshold.
Sebastien Plouffe, President and CEO of Affinor, comments: "This agreement is an important step in our commitment to championing the production of Medical Marijuana for value-added projects in Canada. The acquisition helps demonstrate the strength of our management team to execute the business plan and get closer to production for the good of all shareholders".
All securities issued pursuant to the Issuance will be subject to a hold period ending fourth month a day after their issuance.
About Affinor Resources Inc.
Affinor Resources is a diversified publicly traded company on the Canadian Securities Exchange under the symbol ("AFI"). Affinor is focused on the Medical Marijuana industry as well as becoming a producer of other cash crops such as Romaine lettuce and Strawberries.
On Behalf of the Board of Directors
AFFINOR RESOURCES INC.
Sebastien Plouffe, President & CEO
The CSE has not reviewed and does not accept responsibility for the adequacy or accuracy of this release
FORWARD LOOKING INFORMATION
This News Release contains forward-looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this News Release. Actual results could differ materially from those currently anticipated due to a number of factors and risks including various risk factors discussed in the Company's disclosure documents which can be found under the Company's profile on www.sedar.com. This News Release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as amended and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
Affinor is very pleased to announce it has come to an agreement to acquire 100% of a private company in the final stage of obtaining their Medical Marijuana growers licence. The company located in the Province of British Columbia, owns a fully functional production facility. The management team of the company planned for acquisition, are a highly experienced group who will work directly with Affinor over the next three years to develop premium strains and optimize the facility to mass-produce ultra high quality products at the lowest possible price.
Under the terms of the agreement, the company will pay 2.55 million shares to Nick Brusatore who owns 51% of the private company and 2.65 million shares to additional shareholders owning the remaining 49% of which only 10% will be issued now and the balance when an MMPR licence is officially granted to Affinor.
Nick Brusatore being a related party to Affinor within the meaning of Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions (the "Regulation 61-101"). The Issuance will constitute a "related party transaction" within the meaning of Regulation 61-101. However, the directors of the Corporation have determined that the exemptions from formal valuation and minority approval requirements provided for respectively under subsections 5.5(a) and 5.7(1)(a) of Regulation 61-101 can be relied on as neither the fair market value of the securities issued in favour of the related party nor the fair market value of the consideration paid for these securities exceed 25% of the Corporation's market capitalization, the board of directors having acted in good faith with respect to the determination of fair market value of the transaction concerning the exemption threshold.
Sebastien Plouffe, President and CEO of Affinor, comments: "This agreement is an important step in our commitment to championing the production of Medical Marijuana for value-added projects in Canada. The acquisition helps demonstrate the strength of our management team to execute the business plan and get closer to production for the good of all shareholders".
All securities issued pursuant to the Issuance will be subject to a hold period ending fourth month a day after their issuance.
About Affinor Resources Inc.
Affinor Resources is a diversified publicly traded company on the Canadian Securities Exchange under the symbol ("AFI"). Affinor is focused on the Medical Marijuana industry as well as becoming a producer of other cash crops such as Romaine lettuce and Strawberries.
On Behalf of the Board of Directors
AFFINOR RESOURCES INC.
Sebastien Plouffe, President & CEO
The CSE has not reviewed and does not accept responsibility for the adequacy or accuracy of this release
FORWARD LOOKING INFORMATION
This News Release contains forward-looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this News Release. Actual results could differ materially from those currently anticipated due to a number of factors and risks including various risk factors discussed in the Company's disclosure documents which can be found under the Company's profile on www.sedar.com. This News Release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as amended and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
Contact Information
-
Sebastien Plouffe
President & CEO
(514) 947-2272
splouffe@affinorresources.com
www.affinorresources.com
Spokesperson
Vertical Designs Ltd
Nick Brusatore, CEO
(604) 356-0411
nbrusatore@gmail.com
Momentum PR Inc
Max Gagne, President
(514) 913-0351
mgagnegodbout@momentumpr.ca
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