Bedford, Nova Scotia – July 31, 2017 - NSX Silver Inc. (TSXV:NSY.H) (“NSX Silver” or the “Company”) announces that it has entered into a letter of intent with Village View Limited Partnership No.1 to acquire all of the real property located at 41 Noel Avenue, Saint John, New Brunswick (“41 Noel Avenue”). 41 Noel Avenue is a multi-unit residential property totaling 31 units.
NSX Silver will acquire 41 Noel Avenue for an aggregate purchase price of $4,900,000 subject to adjustments at closing. NSX Silver will assume collateral mortgages currently held by Village View Limited Partnership No.1 in the aggregate amount of $3,166,000 with the balance of the purchase price payable in cash from the proceeds of a private placement financing that NSX Silver expects to complete concurrent with the closing of this transaction (the “Transaction”).
Change of Business
Completion of the Transaction as contemplated would constitute a change of business (“COB”) in accordance with TSX Venture Exchange (“TSXV” or the “Exchange”) Policy 5.2., Changes of Business and Reverse Take-overs, as the Company’s current business is exploration for minerals. The proposed Transaction would see the Company engage in the ownership and management of multi-unit residential real estate. As a result, the Transaction is subject to Exchange acceptance and will also require the approval of the shareholders of NSX Silver.
Change of Name
The Company intends to change its name from NSX Silver Inc. to Vivere Communities Inc, as approved by its shareholders at the Company’s Annual and Special Meeting of Shareholders held on June 28, 2017. The company will reserve an appropriate trading symbol to correspond with the name change. Both the change of name and trading symbol are subject to approval by the Exchange.
It is contemplated that the proposed Transaction would meet the criteria for a listing on the TSXV and allows the company to move from the NEX to TSXV, subject to approval of the Exchange.
The Transaction is subject to a number of conditions including, but not limited to, completion of satisfactory due diligence, arrangement of financing, approval by the shareholders of NSX Silver and approval by the Exchange.
In accordance with Exchange policy, the Company’s shares are halted from trading and will remain halted until such time as determined by the Exchange, which, depending upon the policies of the Exchange, may not be until the completion of the Transaction. The Company will provide further details in respect of the Transaction in due course by way of news releases.
For further information, please contact:
Director, NSX Silver Inc.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Completion of the transaction is subject to a number of conditions, including Exchange acceptance and disinterested Shareholder approval. The transaction cannot close until the required Shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Management Information Circular and/or Filing Statement to be prepared in connection with the transaction, any information released or received with respect to the COB may not be accurate or complete and should not be relied upon. Trading in the securities of [insert name of Issuer] should be considered highly speculative.
The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.
(Not for distribution to US wire services or for dissemination in the United States of America)