IEMR Announces Loans, Amendment to Outstanding Loan with Related
Party and Convertible Note Financing with Related Party
VANCOUVER, BRITISH COLUMBIA--(Marketwired - Apr 17, 2014) -
Promissory Notes
IEMR Resources Inc. (TSX-VENTURE:IRI) ("IEMR" or the "Company")
wishes to announce that it has issued two promissory notes (the
"New Notes") in respect of loans (the "New Loans") made to the
Company by International Energy and Mineral Resources Investment
(Hong Kong) Company Limited (the "Lender"), the first in the
principal amount of Cdn$205,331.50 having a maturity date of
January 23, 2017 and bearing interest at a rate of 6.5% per annum
payable on such maturity date, and the second in the amount of
Cdn$127,351.00 having a maturity date of February 28, 2017 and
bearing interest at a rate of 6.5% per annum payable on such
maturity date. The New Loans are unsecured.
In addition, the Company has amended and restated the promissory
note (the "Amended and Restated Note") issued by the Company in
respect of the Cdn$250,000 loan (the "August 2013 Loan") made by
the Lender to the Company that was announced on August 2, 2013. The
Amended and Restated Note now provides that the August 2013 Loan
shall bear interest at a rate of 6% per annum accruing from August
1, 2013 and payable on August 1, 2016, the maturity date of the
August 2013 Loan. The Amended and Restate Note also clarifies that
the principal amount of the August 2013 Loan was advanced in
Canadian dollars. The August 2013 Loan continues to be
unsecured.
The Lender is a "Related Party" of the Company pursuant to the
TSX Venture Exchange policies, as Mr. Hongxue Fu, Chief Executive
Officer and director of the Company, holds a controlling interest
in the Lender.
The New Loans, and the terms of the New Notes and the Amended
and Restated Note were approved by the board of directors of the
Company, other than Hongxue Fu, who declared his controlling
interest in the Lender and abstained from voting with respect to
the New Loans, the New Notes and the Amended and Restated Note. The
board of directors believe that the New Loans are in the best
interests of the Company.
Convertible Note Financing with Related Party
The Company also wishes to announce that, subject to the
approval of the TSX Venture Exchange, it proposes to issue an
unsecured convertible note (the "Convertible Note") to the Lender
in the principal amount of US$800,000 having a maturity date of
December 1, 2014 (the "Convertible Note Maturity Date") and bearing
interest at a rate of 6% per annum payable on the Convertible Note
Maturity Date. At the option of the Lender, the Convertible Note
shall be convertible at any time prior to the Convertible Note
Maturity Date, in whole or in part, into common shares of the
Company at a price of Cdn$0.10 per common share.
The Convertible Note is being issued in consideration of the
Lender waiving any and all of its powers, privileges and rights
under the unsecured convertible note (the "2012 Note") issued by
the Company to the Lender on January 3, 2012, as amended, in the
principal amount of US$800,000 which bore interest at rate of 6%
per annum, and which principal amount and interest were due and
owing on December 1, 2013 but never repaid by the Company (see news
release dated January 3, 2012).
The Lender is Hongxue Fu and as stated above is a "Related
Party" of the Company pursuant to the TSX Venture Exchange
policies, as Mr. Hongxue Fu, Chief Executive Officer and director
of the Company, holds a controlling interest in the Lender. As
such, the Convertible Note financing constitutes a "Related Party
Transaction" under the policies of the TSX Venture Exchange. The
Company is relying on exemptions from the formal valuation and
minority approval requirements which are available to the
Company
The terms of the Convertible Note were approved by the board of
directors of the Company, other than Hongxue Fu, who declared his
controlling interest in the Lender and abstained from voting with
respect to the Convertible Note.
About IEMR Resources Inc.
IEMR is a junior mining company listed on the TSXV under the
symbol "IRI". The Company is directly tied to and has been formed
from capital sources in China and Canada. IEMR is devoted to taking
full advantage of its capital by participating in mineral and
energy projects ranging from exploration, development, production,
processing, smeltering and mineral trade with a long-term view. The
Company's emphasis is on the Chinese and Canadian markets utilizing
the capital stemming from China and the resources and market of
Canada to create a maximum return for shareholders. The Company's
investment priorities ranked in order are copper, chromium, nickel,
manganese, uranium, platinum silver, diamonds and molybdenum.
Investment and or acquisitions in exploration projects, will be
focused in chromium, manganese, uranium and potash. The Company has
already formed alliances of cooperation with large smeltering
steel, copper, lead, zinc and aluminum companies.
For further information on IEMR, please refer to the Company's
profile on SEDAR at www.sedar.com or the Company's website at
www.iemr.ca.
On behalf of the Board of Directors of IEMR RESOURCES INC.
Hongxue Fu, Chief Executive Officer
Cautionary Statement Regarding Forward-Looking Statements
Certain statements made and information contained herein may
constitute "forward-looking statements" or "forward-looking
information" within the meaning of applicable securities
legislation. These statements and information relate to future
events, or the Company's future performance. Often, but not always,
forward-looking statements or information can be identified by the
use of words such as "plans", "expects" or "does not expect", "is
expected", "budget", "scheduled", "estimates", "forecasts",
"intends", "anticipates", "does not anticipate" or "believes" or
variations of such words and phrases or words and phrases that
state or indicate that certain actions, events or results "may",
"may have", "could", "would", "might" or "will" be taken, occur or
be achieved. Although management believes that the assumptions made
and the expectations represented by such statements or information
are reasonable, there can be no assurance that a forward-looking
statement or information herein will prove to be accurate.
Forward-looking statements and information by their nature are
based on assumptions and involve known and unknown risks,
uncertainties and other factors which may cause our actual results,
performance or achievements, or industry results, to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking statements. These
statements speak only as of the date of the news release and are
expressly qualified, in their entirety, by this cautionary
statement.
Neither the TSXV nor its Regulation Services Provider (as that
term is defined in the policies of the TSXV accepts responsibility
for the adequacy or accuracy of this release.
IEMR Resources Inc.Charles YuenChief Financial Officer(604)
877-8563www.iemr.ca
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