Long Run Explor Ltd Ord WFREF

$10m Escrow Terms

[BlueCollar51]

“The Amended Investment Agreement permits Long Run to respond to unsolicited acquisition proposals and to pursue asset dispositions. Certain asset dispositions require the prior consent of Maple Marathon, however, Long Run has the right to terminate the Amended Investment Agreement in order to complete such dispositions if Maple Marathon does not consent, provided it reimburses Maple Marathon for certain of its expenses up to an amount not to exceed $2 million. Long Run has engaged financial advisors in respect of a formal asset disposition process as further described below under "Strategic Asset Rationalization".

Long Run has agreed to pay a termination fee of $5 million to Maple Marathon in certain circumstances, including if Long Run terminates the Amended Investment Agreement to enter into an agreement with respect to an alternative corporate acquisition proposal (the payment of which does not apply to asset dispositions). Maple Marathon has agreed to deposit $10 million with an escrow agent in Canada, on or before November 30, 2015, in accordance with the Amended Investment Agreement. The $10 million to be held in escrow shall be applied to Maple Marathon's subscription under the Private Placement and would also be utilized to satisfy amounts that are payable to Long Run by Maple Marathon or reimbursement of Long Run's expenses in certain circumstances.”
 
https://web.tmxmoney.com/article.php?newsid=80477588&qm_symbol=LRE
 
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