United Protection Security Group Inc. - Corporate Update
July 04 2012 - 5:00AM
PR Newswire (Canada)
EDMONTON, July 4, 2012 /CNW/ - F.V.Ramsoondar, Chief Executive
Officer of United Protection Security Group Inc. (UPSG or the
Company), is pleased to announce the following corporate updates:
a. The Company has executed a Heads of Agreement with Mr. Sigurd D.
Jorstad ("Jorstad") and Hagan Equities Inc. ("Hagan"). The
agreement is subject to certain exceptions and is for a period of
five years in which Jorstad and Hagan has granted the Company's
management, represented by F.V.Ramsoondar the voting rights of
one-half of the common shares of the Company that is directly or
indirectly controlled by Jorstad and Hagan collectively. One-half
of shares under the agreement are approximately 16 million common
shares. Jorstad and Hagan have executed an instrument of proxy
expressed to be irrevocable for the same period. b. Jorstad and
Hagan have further entered into a Right of First Refusal Agreement
with the Company's Senior Management ("SM"), represented by
F.V.Ramsoondar, in which Jorstad and Hagan will grant first right
to SM to purchase the common shares of the Company that is
indirectly or directly controlled by Jorstad and Hagan. c. The
Company has entered into a consulting agreement with Jorstad for a
period of five years at a value of $144,000 per year. Jorstad will
resign as Chair of the Board of Directors at the Company's Annual
General Meeting scheduled for July 12, 2012 and remain as a board
member. Jorstad's will be responsible for identifying potential
acquisitions under the consulting agreement. d. The Company
finalized a loan agreement with United Parking Inc. ("UPI"), a
company in which Jorstad holds a significant interest. The amount
outstanding to the Company by UPI is approximately $237,000 and
will bear simple interest at a rate not to exceed 7% per annum with
interest payments only for a period of two years, thereafter
blended interest and principal for an additional three years. The
loan is secured by a pledge of 5,006,954 common shares of the
Company owned by Jorstad and a personal guarantee executed by
Jorstad. The agreements are subject to the approval of the
TSX-Venture Exchange. Statements in this press release other than
purely historical information, including statements relating to the
Company's future plans and objectives or expected results, are
forward-looking statements. Forward-looking statements are based on
numerous assumptions and are subject to all of the risks and
uncertainties inherent in the Company's business, including risks
related to business development and retention, and risks related to
the current economic and credit conditions. As a result, actual
results may vary materially from those described in the
forward-looking statements. Neither the TSX Venture Exchange nor
its Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release. United Protection
Security Group Inc. CONTACT: For additional investor and media
relations inquiries contact:Fredy Ramsoondar CEO and DirectorEmail:
fredy.ramsoondar@unitedprotection.comTel: 780-465-8101
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