12173115 Canada Inc completed the acquisition of Lendified Technologies Inc. from Lendified Holdings Inc. for CAD 0.25 million.
October 16, 2020
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12173115 Canada Inc. entered into an agreement to acquire Lendified Technologies Inc. from Lendified Holdings Inc. (TSXV:LHI) for CAD 1 on July 6, 2020. The purchase price for the shares of Lendified Technologies consists of CAD 1 and up to CAD 100,000 payable to Lendified Technologies’ auditor, upon receipt of Lendified Technologies of its Scientific Research and Experimental Development (SRED) program claims for the periods from January 1, 2019 to December 31, 2019 and January 1, 2020 to April 28, 2020. The completion of the transaction is subject to certain closing conditions including, among others, the receipt of all necessary regulatory approvals, including by the TSX Venture Exchange; there being no prohibitions under applicable securities or other laws to the completion of the transaction; the consent of necessary third-parties, including Lendified Holdings’ and Lendified Technologies’ creditors; the release of Lendified Holdings and certain of its subsidiaries from their respective guarantees of Lendified Technologies’ indebtedness; and the release of Lendified Technologies from its guarantees of certain of Lendified Holdings’ indebtedness; closing working capital being no less than negative CAD 0.2 million, among others. The transaction is expected to close on July 14, 2020.
12173115 Canada Inc completed the acquisition of Lendified Technologies Inc. from Lendified Holdings Inc. (TSXV:LHI) for CAD 0.25 million on October 16, 2020. Concurrent with closing, the parties entered into the amending agreement amending the purchase agreement. Pursuant to the Amending Agreement, the purchase price for the shares of JUDI.AI was amended from $1 to $152,996.96 to reimburse Lendified for cash injections into Lendified Technologies during the period between signing of the purchase agreement and closing of the transaction. The purchase price also consists of up to $100,000 payable to Lendified Technologies auditor on behalf of Lendified upon receipt of Lendified Technologies of its Scientific Research and Experimental Development (SRED) program claims for the periods from January 1, 2019 to December 31, 2019 and January 1, 2020 to April 28, 2020. The amending agreement also amended the purchase agreement by including the sale by each of Lendified and Lendified Inc. of certain intercompany promissory notes in the amount of $1 to the 12173115 Canada Inc. for an aggregate purchase price of $2 for the two promissory notes. Ron Ezekiel, Brent Lewis, Christine Stevenson, Michael Coburn, Monique Wang and Samuel Li of Fasken Martineau DuMoulin LLP acted as legal advisors to 12173115 Canada Inc.
Lendified Holdings Inc. is a Canada-based lending company. The Company operates a lending platform, which provides working capital loans to small businesses across Canada. The Companyâs business loan includes refinancing, cash flow, inventory and sourcing, bill and supplier payment, equipment, relocation and expansion, hiring and training, and advertising and promotion. Its industries include retail, auto-related, e-commerce, health and beauty, restaurants, construction, agriculture, telecommunications, consulting, electronics, home care elder services, taxis transportation logistics delivery service, grocery convenience stores, trades plumbing electrician carpentry, optometrists eyeglasses, information technology (IT) and software services, landscape lawn maintenance gardeners, janitorial housekeeping services, child care and education, dentists orthodontists dental labs, agriculture farming fishing, motion picture television broadcasting media, and manufacturing.