|By Marketwired .||
|May 2, 2014 08:00 AM EDT||
MONTREAL, CANADA -- (Marketwired) -- 05/02/14 -- Affinor Resources (CSE:AFI)(FRANKFURT:1AF)(PINKSHEETS:RSSFF) ("Affinor" or the "Corporation) executes master plan to begin global food production.
Affinor is excited to announce it has reached an agreement in principle to secure an exclusive license (the "License") to the world's first automated technology growing non-GMO grade A1 market ready strawberries with Vertical Designs Ltd. ("VDL"). Large, sweet berries grown purely from water and organic soil result from using a new automated software driven growing system. Mechanical pollination and zero water waste provide Affinor with the ability to grow crops indoor year-round regardless of seasonality.
VDL systems are not typical farming methods. They have been designed to industrialize, automate and mass-produce strawberries for global demand; working to solve global food security and shortage issues.
Affinor will use proprietary technology, optimized separately for growing leafy green vegetables and other food and produce items responding to market demands.
The advantage over traditional growing methods includes:
-- Zero water waste; -- Reduced Shipping costs and reliance on fossil fuels; -- Elimination of pesticides and other chemicals; -- Mechanical pollination helps save threatened bee colonies; -- 10 to 15 times increased yield per square foot of land; -- Dramatically reduced spoilage and extended shelf life of crops produced; -- Minimized environmental impact in terms of water use, land, and power; -- Less variable pricing with consistently available local product; -- Reduced capital requirements to maintain large scale farming equipment; -- Jobs creation and opportunities for employment in remote communities.
Pursuant to the terms of the Licence, Affinor will pay an aggregate $250,000 and issue a total of 1,000,000 common shares of the Corporation (the "Issuance") at deemed price of $0.25 per share to VDL upon the execution of the definitive Licence, which is expected to be early next week. In exchange VDL will run the development budgets, designs and deliver a turnkey production facility as well as secure purchasing agreement for all of the Corporation's production. VDL will be entitled to 5% net royalty on the production.
VDL being a related party to Affinor within the meaning of Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions (the "Regulation 61-101"). The Issuance will constitutes a "related party transaction" within the meaning of Regulation 61-101. However, the directors of the Corporation have determined that the exemptions from formal valuation and minority approval requirements provided for respectively under subsections 5.5(a) and 5.7(1)(a) of Regulation 61-101 can be relied on as neither the fair market value of the securities issued in favour of the related party nor the fair market value of the consideration paid for these securities exceed 25% of the Corporation's market capitalization. None of the Corporation's directors has expressed any contrary views or disagreements with respect to the foregoing. A material change report in respect of this related party transaction will be filed by the Corporation but could not be filed earlier than 21 days prior to the closing of the Licence due to the fact that the terms of the License were not confirmed and the necessity to act in a timely manner.
Sebastien Plouffe, President and CEO of Affinor, comments: "This transaction is exactly what our shareholders needed. While waiting for Health Canada to issue licences regarding Medical Marijuana in order to become a grower of premier in Medical Marijuana, we are taking a huge step to achieve our utimate goal to generate revenues and profits by setting the company to produce other major cash crops such as Romaine lettuce and Strawberies. We believe that this model will revolutionize the world in the area of food production by which a 12 months per year production will be executed without any pesticide and with very high quality products. We already have targeted the location to build the first facility and we shall execute the plan as soon as possible. Thanks VDL for this amazing opportunity, we are defininitly building a strong and long term relation with one of the best in the industry."
All securities issued pursuant to the Issuance will be subject to a hold period ending fourth month a day after their issuance.
About Affinor Resources Inc.
Affinor Resources is a diversified publicly traded company on the Canadian Securities Exchange under the symbol ("AFI"). Affinor is focused on the Medical Marijuana industry as well as becoming a producer of other cash crops such as Romaine lettuce and Strawberries.
On Behalf of the Board of Directors
AFFINOR RESOURCES INC.
Sebastien Plouffe, President & CEO
The CSE has not reviewed and does not accept responsibility for the adequacy or accuracy of this release
FORWARD LOOKING INFORMATION
This News Release contains forward-looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this News Release. Actual results could differ materially from those currently anticipated due to a number of factors and risks including various risk factors discussed in the Company's disclosure documents which can be found under the Company's profile on www.sedar.com. This News Release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as amended and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
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