GreenPower Motor Company Inc. (GP), a leading manufacturer and distributor of all-electric, purpose-built, zero-emission medium and heavy-duty vehicles serving the cargo and delivery market, shuttle and transit space and school bus sector, announces the closing of the fourth tranche of its previously announced secured term loan offering for an aggregate principal amount of U.S. $200,000 (collectively the “Loans“). Please refer to the Company’s news release dated May 13, 2025 for more details regarding the term loan offering.
In connection with the Loans, the Company entered into respective loan agreements with companies controlled by the CEO and a Director of the Company (the “Lenders“). Management anticipates that the Company will allocate the net proceeds from the Loans towards production costs, supplier payments, payroll and working capital.
The Loans are secured with a general security agreement on the assets of the Company subordinated to all senior debt with financial and other institutions and will bear interest of 12% per annum commencing on the date of closing (the “Closing Date“) to and including the date all of the Company’s indebtedness pursuant to the Loans is paid in full. The term of the Loans will be two years from the Closing Date.
As an inducement for the Loan, the Company issued 263,157 non-transferable share purchase warrants (each, a “Loan Bonus Warrant“) to one of the Lenders. Each Loan Bonus Warrant entitles the holder to purchase one common share of the Company (each, a “Share“) at an exercise price of U.S. $0.38 per Share for a period of twenty-four (24) months from the closing date of the Loan. In addition, one Lender will be issued an aggregate of 52,631 Shares (each a “Loan Bonus Share“).
The Lenders are each considered to be a “related party” within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101“) and each of the Loans and issuance of Loan Bonus Warrants and Loan Bonus Shares, as applicable, is considered to be a “related party transaction” within the meaning of MI 61-101 but each is exempt from the formal valuation requirement and minority approval requirements of MI 61-101 by virtue of the exemptions contained in section 5.5(a) and 5.7(a) as the fair market value, in each case, of the Loans, the Loan Bonus Warrants, and the Loan Bonus Shares, as applicable, is not more than 25% of the Company’s market capitalization.
All securities issued in connection with the Loans will be subject to a statutory hold period of four months plus a day from the closing of the Initial Loan in accordance with applicable securities legislation.
