MASSIVE-$HHSE-NEWS:...1)..LETTER-OF-INTENT-TERMS FOR-UP-TO $10-MM CORPORATE-FINANCING – The Board reviewed a financing proposal for the company, which was presented by a well-known and respected New York-based private equity fund (the “Special Ventures” partner). The principal terms of the funding as structured are as follows:
A). During Q3, 2024, a long-form agreement will be consummated that will provide up to five-million-dollars (USD $5,000,000) for acquisitions, productions and general overhead needs of Hannover House, Inc. (the “Production Fund”), and an additional sum of up to five-million dollars (USD $5,000,000) for marketing costs, including theatrical releasing “Prints & Ads” as well as marketing and advertising of the MyFlix indie film streaming service (the “Marketing Fund”).
B). Funds utilized by Hannover House from either the Production Fund or the Marketing Fund shall be repaid within twelve (12) months of drawn down, with seven percent interest added to the Principal of each draw-down.
C). The Special Ventures partners will retain the option – but not the obligation – to “convert” any unpaid notes upon maturity, said “conversions” to be made from a new classification of Hannover House stock shares, to be identified as “Convertible-Preferred” shares. Hannover House may fully pay the Principal and Interest of each note if said payment is deemed to be in the best interests of the Company and it’s shareholders.
D). The Conversion price for shares issued, if any, shall be twenty-five percent (25%) premium to market for Hannover House common stock shares, to be based upon the VolumeWeighted-Average-Price (VWAP) of the common stock for the ten (10) trading days prior to the Notice of Conversion.
E). It is understood that the “Convertible Preferred” shares may need to be registered with the S.E.C. in order to become publicly tradable equities.
F). All of these terms may be subject to change based upon securities regulations and practices. However, in respect of the ongoing activity to consummate these two funding ventures, the Board of Directors voted unanimously to continue with negotiations and to work towards final closure and execution, subject to Securities Counsel’s advice and prevailing regulations.
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