Everyday People Financial Corp. (TSXV:EPF) entered into a letter of intent to acquire General Credit Services Inc. for CAD 8.9 million on September 19, 2022. Everyday People Financial Corp. (TSXV:EPF) entered into an agreement to acquire General Credit Services Inc on December 9, 2022. The consideration is subject to adjustment in accordance with the terms to be set forth in the Definitive Agreement, a portion of which shall be payable in cash on the closing date of the Proposed Transaction and a portion of which shall be payable in common shares in the capital of Everyday People ("Common Shares") at a deemed price of CAD 1 per Common Share in accordance with the terms to be set forth in the Definitive Agreement, including certain earnout provisions to be set forth therein. Any Common Shares issued in connection with the Proposed Transaction will be subject to a four month hold period from the date of issuance in accordance with applicable Canadian securities laws. (i) an aggregate cash payment by Everyday People Investments to the
Shareholders on the date of execution of the Purchase Agreement of CAD100,000, in the form of a nonrefundable cash deposit; (ii) an aggregate cash payment by Everyday People Investments to the Shareholders on the closing date of CAD5,244,455, subject to adjustment in accordance with the terms of the Purchase Agreement; and (iii) the issuance by Everyday People to the Shareholders on the closing date of an aggregate of 1,781,485 common shares in the capital of Everyday People ("Everyday People Shares"). In addition, the Shareholders may earn up to an additional 1,781,485 Everyday People Shares in the aggregate pursuant to the earnout provisions set forth in the Purchase Agreement, which are based on the achievement of certain financial metrics byGeneral Credit in the three-year period following closing of the Acquisition. On September 19, 2022 Everyday People Financial Corp. has entered into two new credit arrangements totaling CAD5.9 million to be used in part, toward the proposed acquisition. Completion of the Proposed Transaction is subject to a number of conditions, including, but not limited to: (i) the negotiation and execution of the Definitive Agreement; (ii) no material adverse change having occurred; (iii) all major collections agreements, all key service agreements, including IT services, and all leases being maintained, and any required consent to change of control contained therein being obtained; (iv) key personnel accepting a position with Everyday People following completion of the Proposed Transaction; (v) all licenses for collections remaining valid and the relevant authorities approving the change of control; (vi) General Credit being free of all debt and encumbrances; and (vii) receipt of requisite third party and regulatory approvals, including the acceptance of the TSX Venture Exchange. On September 19, 2022 Everyday People Financial Corp. has entered into two new credit arrangements totaling CAD5.9 million to be used in part, toward the proposed acquisition. The Acquisition is anticipated to close on or before December 30, 2022.