TJR Coatings Inc. Reports Lifting of Cease Trade Order By Ontario Securities Commission

June 05, 2012 4:10 PM EDT | Source: SonicStrategy Inc.

Toronto, Ontario--(Newsfile Corp. - June 5, 2012) - TJR Coatings Inc. (the “Company”) is pleased to announce that the Ontario Securities Commission (“OSC”) has issued an order (the “Order”) revoking the cease trade order (the “CTO”) which was issued by the OSC in 2001.

The Company does not have any definitive plans in place for the operation of the business going forward. However, it is the intention of management of the Company to investigate opportunities going forward.

The Company is currently being funded by Robert Salna, a Director who is considered a related party. The purpose of these funds is for current expenses involving the administration and accounting for the Company. These advances are interest bearing 10%, unsecured, with no fixed repayment terms. It is anticipated that the Director will continue to advance funds until management completes a business acquisition. The Board of Directors considers these amounts and the fact that the loans are unsecured to be immaterial to the control of the Corporation. The Director currently does not own shares in the Corporation.

The loans of Mr. Salna to the Company are related party transactions within the meaning of Multilateral Instrument 61-101 (“MI 61-101”). The Company is relying on the exemption from the formal valuation requirement in section 5.5(b) of MI 61-101 since no securities of the Company are listed or quoted on certain specified markets. The Company is relying on the exemption from the minority approval requirement in section 5.7(f) of MI 61-101 since the loans from Mr. Salna to the Company:

  • were obtained on reasonable commercial terms that are not less advantageous to the Company than if the loans were obtained from a person dealing at arm’s length with the Company.

  • are not convertible, directly or indirectly, into equity or voting securities of the Company or subsidiary entity of the Company, or otherwise participating in nature.

  • are not repayable as to principal or interest, directly or indirectly, in equity or voting securities of the Company or a subsidiary entity of the Company.

The Company has provided an undertaking to the OSC that it will not complete any of the following transactions without first filing a prospectus with the OSC:

  • a restructuring transaction involving, directly or indirectly, an existing or proposed, material underlying business which is not located in Canada;

  • a reverse takeover with a reverse takeover acquirer that has a direct or indirect, existing or proposed, material underlying business which is not located in Canada;

  • or a significant acquisition involving, directly or indirectly, an existing or proposed, material underlying business which is not located in Canada.

The Company has filed a Material Change Report on SEDAR.

A meeting of the shareholders of the Company is scheduled to be held on August 21, 2012.

For more information, please contact

TJR Coatings Inc.
Edward Murphy
President
(905) 884-3988

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