PROGREEN US, INC. (OTCMKTS:PGUS) Files An 8-K Termination of a Material Definitive Agreement

PROGREEN US, INC. (OTCMKTS:PGUS) Files An 8-K Termination of a Material Definitive AgreementItem 1.02. Termination of Material Definitive Agreement We notified the Lender that we have terminated the financing commitment

https://www.sec.gov/Archives/edgar/data/1079297/000149315218012877/form8-k.htm

● Form 8-K Current Report on July 20, 2018: Item 7.01. Regulation FD Disclosure. Financing Commitment for Cielo Mar Property https://www.sec.gov/Archives/edgar/data/1079297/000149315218010254/form8-k.htm ●

Form 8-K Current Report on June 5, 2018: Item 1.01. Entry into a Material Dfinitive Agreement. Financing Commitment Received for Cielo Mar Property

https://www.sec.gov/Archives/edgar/data/1079297/000149315218008204/form8-k.htm

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From the Company’s Twitter account @ProGreenUS on June 5, 2018: “ProGreen has enterd into a financing commitment agreement for a two-year $5M financing. FORM 8-K filed

https://backend.otcmarkets.com/otcapi/company/sec-filings/12796881/content/html”

● From the Company’s Twitter account @ProGreenUS on May 30, 2018: “We have now received a firm commitment letter from the lender for the $5M bridge financing, referred to in the May 22 Twitter announcement regarding the Letter of Intent.” ● From the Company’s Twitter account @ProGreenUS on May 22, 2018: “We have now executed the Letter of Intent for a bridge financing of $5M (referred to in yesterday’s announcement https://www.progreenus.com/pr-20180521/ ). Now proceeding with the underwriting due diligence.” ● Press release on May 21, 2018: “ProGreen Receives LOI’s for First Stage of Larger Funding Plan” ● Press release on April 6, 2018: “ProGreen Receives Cielo Mar Valuation to Funding Plan” ● Press release on March 21, 2018: “CBRE Appraisal Values Cielo Mar Land at $42M” ● Press release on January 29, 2018: “ProGreen Retains CBRE for Cielo Mar Property Appraisal” ● Press release on December 20, 2017: “ProGreen announces $10M secured financing plan”

THE FOREGOING GENERAL DISCUSSION IS QUALIFIED BY THE MORE DETAILED ITEM DESCRIPTION AND THE REFERENCED EXHIBIT DOCUMENT BELOW.

Item 1.01.

Entry into a Material Definitive Agreement.

Engagement of CMN Funding for Bridge Financing

On September 5, 2018 ProGreen engaged CMN Funding (the “Lender”) under the terms of their August 31, 2018 Letter of Interest for a three-year $5,500,000 financing (the “Loan”) secured by a first mortgage lien on our Cielo Mar property in Baja California, Mexico. The engagement does not constitute a commitment from either party to execute a definitive financing agreement. The Company has paid the Lender’s $3,500 Acceptance Fee, of which $2,500 is fully refundable should the Lender be unable or unwilling to deliver the anticipated funding within 60 days. Should this engagement result in a definitive financing agreement, the Lender’s origination fee of 1.75% of all senior debt and 2.50% of any preferred equity is payable upon closing.

The Loan term is specified as three years, and the interest rate on the Loan as between 9% and 11%.

Item 9.01 Financial Statements and Exhibits.

Progreen US, Inc. Exhibit…To view the full exhibit click here
About PROGREEN US, INC. (OTCMKTS:PGUS)
ProGreen US, Inc. (ProGreen), formerly ProGreen Properties, Inc., owns and manages residential real estate rental property in the Oakland County, Michigan area. The Company is engaged in acquiring, refurbishing and upgrading residential real estate. The Company purchases residential real estate apartment homes, condominiums and houses in the State of Michigan. The Company is focusing its investments and interest in agricultural land in Baja California, Mexico. The Company’s investment properties are marketed by ProGreen Realty LLC, a subsidiary of ProGreen and managed by its subsidiary, Progreen Properties Management LLC. In addition, the Company’s subsidiary, ProGreen Construction LLC, performs various construction and development services for properties, which are held and under development. As of April 30, 2016, the Company owned 14 properties.