Form 8-K for ENERTOPIA CORP.
10-Mar-2016
Entry into a Material Definitive Agreement, Regulation FD Disclosure, Financial S
Acquisition Structure. In accordance with the terms of a Definitive Purchase Agreement to be entered into between Purchaser and Seller (the “Definitive Purchase Agreement”), Purchaser will acquire a 100% ownership interest and operations in the Business (the “Ownership Interest”) upon the signing of the Definitive Purchase Agreement. The Purchase Price shall be payable as follows:
a. Purchaser will pay to Seller, on the date of closing of the Definitive Purchase Agreement (the “Closing Date”), the amount of $300,000 in cash;
b. On or before six months after the closing of the Definitive Purchase Agreement Purchaser shall make a cash payment of $25,000;
c. On or before the first anniversary of the closing of the Definitive Purchase Agreement, Purchaser shall make a final cash payment for $25,000
2. Conditions Precedent. Execution of the Definitive Purchase Agreement shall be conditional upon:
a. Due Diligence. Completion of a satisfactory due diligence review by each of Enertopia and private company which due diligence review shall be completed or this condition waived on or before execution of the Definitive Purchase Agreement; and
b. Board Approval. Approval by the board of directors of Enertopia prior to execution of the Definitive Purchase Agreement.
The Definitive Agreement is to be completed around April 15, 2016, if need, extended for an additional 15 days by the Purchaser pending financial review completion.
Exhibit No. Description 10.1 Letter of Intent Agreement dated March 4, 2016 99.1 Press Release dated March 10, 2016 |
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