AI News: VSBLTY Groupe Technologies (CSE: $VSBY)
(OTC: $VSBGF) Announces Brokered Private Placement Led by Echelon Wealth
Partners
NOT FOR DISTRIBUTION TO UNITED STATES
NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Philadelphia,
PA - August 13, 2019 (Investorideas.com Newswire) VSBLTY Groupe Technologies
Corp. (the "Company" or "VSBLTY") (CSE:
VSBY) (5VS.F) (VSBGF) is
pleased to announce a brokered private placement of $1,000 principal amount 10%
convertible unsecured debentures (the "Debentures") for gross
proceeds of up to $3,000,000 (the "Offering"). Echelon Wealth
Partners Inc. (the "Agent") will act as lead agent and sole
bookrunner for the Offering on a commercially reasonable efforts basis.
Read this in full at
The
Debentures will bear interest from the date of issuance at a rate of 10% per
annum on an accrual basis, calculated and payable semi-annually, and will
mature on the date (the "Maturity Date") that is 24 months after the
date of issuance (the "Closing Date").
The
principal amount of the Debentures may be convertible, in whole or in part, at
any time before the Maturity Date, into units of the Company (each, a
"Unit") at $0.45 per Unit, if converted at any time before one year
after the Closing Date, or otherwise convertible at $0.60 per Unit if converted
after one year after the Closing Date but before the Maturity Date.
Each
Unit consists of one common share in the capital of the Company (a
"Share") and one-half of a Share purchase warrant (each whole
warrant, a "Warrant"). Each Warrant will be exercisable into one
Share (each a, "Warrant Share") at a price of $0.60 per Warrant Share
for a period of 24 months from the Closing Date, subject to acceleration. The
Company may exercise its warrant acceleration right, if on any ten consecutive
trading days, beginning on the date that is four months and one day following
the Closing Date, the closing price of the Company's Shares on the CSE is
greater than $1.00 per Share. If the Company exercises its warrant acceleration
right, the new expiry date of the Warrants will be the 30th day following the
notice of such exercise.
The
Company will pay a cash commission to the Agent equal to 8% of the gross
proceeds of the Offering (4% from the sale of Debentures to purchasers
identified on the Company's president's list) and will issue broker warrants
equal in number to 8% of the Units (4% of the Units from the sale of Debentures
to purchasers identified on the Company's president's list) that the aggregate
principle amount of Debentures sold under the Offering are convertible into at
a price of $0.45 per Unit. Each Broker Warrant entitles the Agent to purchase
one Share at the price of $0.60 per Share for a period of 24 months from the
Closing Date.
The
Debentures will be offered and sold by private placement (i) in Canada to
"accredited investors" within the meaning of National Instrument
45-106 – Prospectus Exemptions and other exempt purchasers in each province of
Canada; and (ii) outside of Canada on a basis which does not require the qualification
or registration of any of the Shares or the Warrants comprising the Debentures.
The securities issued in the Offering will be subject to applicable hold
periods imposed under applicable securities legislation.
The
net proceeds from the Offering will be used for acquisitions and general and
corporate working capital purposes.
The
securities issued in the Offering will be subject to applicable hold periods
imposed under applicable securities legislation.
This
news release does not constitute an offer to sell or a solicitation of an offer
to buy any of the securities described in this news release in the United
States. Such securities have not been, and will not be, registered under the
United States Securities Act of 1933, as amended (the "U.S. Securities
Act"), or any state securities laws, and, accordingly, may not be offered
or sold within the United States, or to or for the account or benefit of
persons in the United States or "U.S. Persons", as such term is
defined in Regulation S promulgated under the U.S. Securities Act, unless
registered under the U.S. Securities Act and applicable state securities laws
or pursuant to an exemption from such registration requirements.
On
Behalf of the Board of VSBLTY Groupe Technologies Inc.
"Jay
Hutton"
CEO & Director
CEO & Director
CONTACT:
Headquartered
in Philadelphia, VSBLTY (CSE:VSBY) is the world leader in Proactive Digital
Display™, which transforms retail and public spaces as well as place-based
media networks with SaaS- based audience measurement and security software that
uses artificial intelligence and machine learning.
FORWARD LOOKING STATEMENT
This
news release contains forward-looking statements, including statements
regarding the attributes of the securities to be offered and sold by the Company,
the closing date of the Offering and the future price of the Shares on the
Canadian Securities Exchange, and other statements that are not historical
facts. Forward-looking statements are often identified by terms such as
"will", "may", "should", "anticipate",
"expects" and similar expressions. All statements other than
statements of historical fact included in this release are forward-looking
statements that involve risks and uncertainties. There can be no assurance that
such statements will prove to be accurate and actual results and future events
could differ materially from those anticipated in such statements.
The
reader is cautioned that assumptions used in the preparation of any
forward-looking information may prove to be incorrect. Events or circumstances
may cause actual results to differ materially from those predicted, as a result
of numerous known and unknown risks, uncertainties, and other factors, many of
which are beyond the control of the Company, and which are described in the
Company's public filings available under its profile at www.sedar.com. The
reader is cautioned not to place undue reliance on any forward-looking
information. Such information, although considered reasonable by management at
the time of preparation, may prove to be incorrect and actual results may
differ materially from those anticipated. Forward-looking statements contained
in this news release are expressly qualified by this cautionary statement. The
forward-looking statements contained in this news release are made as of the
date of this news release and the Company does not intend to update any of the
included forward-looking statements except as required by Canadian securities
laws.
VSBLTY
Groupe Technologies Corp. (CSE: VSBY) is a featured Tech / AI stock on
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