360 VOX CORPORATION ("VOX")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement
BULLETIN DATE: March 14, 2014
TSX Venture Tier 2 Company
TSX Venture Exchange has accepted for filing documentation of: (a) a License Agreement dated May 13, 2013 between 360 Vox GP (a partnership formed under the laws of Ontario and 360 VOX Corporation, the "Company") and New Enchantment LLC ("New Enchantment", an Arizona limited liability company); (b) a Share Purchase Agreement dated May 13, 2013 between the Company and Mark Grenoble, Yung Wong and Oscar Tang; (c) a Goodwill and Customer List Purchase Agreement dated May 13, 2013 between Enchantment Group LLC and 360 Vox GP; and (d) a Pre-Development Agreement dated May 13, 2013 between New Tides LLC (a Virginia limited liability company) and New Tides Land LLC (a Virginia limited liability company) and 360 Vox GP. The Company may acquire indirectly: (a) an exclusive license to use certain marks belonging to New Enchantment LLC in connection with the Enchantment Resort and Mii amo Spa located near Sedona, Arizona; (b) all of the issued and outstanding capital in Carter Creek Management Company and in Boynton Canyon Management Company; (c) goodwill and customer list of Enchantment Group LLC.; and (d) an option (the "Option") to acquire an interest in Tides Inn and related property located in Lancaster, Virginia.
Under the Goodwill Agreement, the consideration payable to New Enchantment LLC consists of cash in the amount of $1,000,000. Under the License Agreement the consideration payable to New Enchantment LLC consists of the issuance of 7,500,000 common shares of the Company. Under the Pre-Development Agreement, the consideration payable is the preparation within two years of a feasibility study and a conceptual master plan (the "Master Plan") for New Tides LLC and New Tides Land LLC. If the Option is not exercised and closed by November 13, 2015, the consideration is 50% of the Operating Losses of Tides Resort for up to three years and that number of common shares of the Company valued at $1,000,000 (subject to the Exchange minimum Market Price of $0.15 per share) based on a 30-day volume weighted average on the Exchange if the Option is not exercised and closed after the Master Plan has been approved.
For further information please refer to the Company's news releases dated March 19, 2013 and May 13, 2013.
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