Toronto, Ontario–(Newsfile Corp. – November 9, 2020) – Lendified Holdings Inc. (TSXV:LHI) (formerly, Hampton Bay Capital Inc.) (the “Company” or “Lendified“) is pleased to announce that it intends to offer for sale, on a non-brokered private placement basis, securities of the Company (the “Offering“) consisting of units (the “Units“) at a price of $0.025 per Unit, for aggregate gross proceeds to Lendified of up to $785,412.78.
Each Unit comprised of one common share (a “Share“) of the Company and one Share purchase warrant (a “Warrant“), with each Warrant being exercisable to acquire one Share at a price of $0.05 per Share for a period of 36 months following the closing date of the Offering. Assuming the maximum proceeds are raised, the Company will issue 31,416,511 Shares and 31,416,511 Warrants pursuant to the Offering.
The Offering is subject to final approval of the TSX Venture Exchange (“TSXVE“) and all regulatory approvals.
The Company is relying on the temporary relief measures announced by the TSXVE on April 8, 2020, as extended on September 16, 2020 (the “Temporary Relief“) in offering the Units at a price that is less than $0.05 per share. Pursuant to the Temporary Relief, an issuer may not issue more than 100% of the issued and outstanding Shares as at April 7, 2020 (the “Temporary Relief Cap“). The Company previously relied on the Temporary Relief under its prior private placement, as disclosed in the Company’s news releases dated June 30, 2020, August 17, 2020, August 21, 2020 and August 28, 2020 (the “Prior Offering“). Pursuant to the Temporary Relief, the Company will not issue more Shares than the Temporary Relief Cap permits under the Offering, inclusive of the Shares issued under the Prior Offering. All securities issued under the Temporary Relief will be subject to a TSXVE hold period in addition to the restricted period under applicable securities laws and will be legended accordingly. The proceeds of the Offering will not primarily be used to pay management fees or for investor relations activities.
The proceeds derived from the Offering will be used for payment of certain expenses of the Company, including employee payrolls, trade payables, general office and administration expenses and professional fees.
In connection with the Offering, the Company may pay finders’ fees in cash of up to 7% of the gross proceeds of the Offering and compensation options equal up to 7.0% of the aggregate number of Unit Shares sold, with each compensation option exercisable to acquire one unit of the Company on the same terms as the Units at a price of $0.05 for a period of 36 months following the closing date of the Offering.
There can be no assurances that the Offering will be completed on the terms set out herein, or at all, or that the proceeds of the Offering will be sufficient for the purposes of the Company set out herein.
The securities offered have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from registration requirements. This release does not constitute an offer for sale of securities in the United States.
Subject to the approval of the TSXVE, it is anticipated that the closing of the Offering will occur on or about November 15, 2020.
ABOUT LENDIFIED HOLDINGS INC.
Lendified, a company located in Ontario, Canada, is a Canadian FinTech company operating a lending platform which provides working capital loans to small businesses across Canada through a wholly-owned subsidiary.
For further information regarding Lendified, please contact:
Troy Wright, Vice-Chair and Director
Neither the TSXVE nor its Regulation Services Provider (as that term is defined in the policies of the TSXVE) accepts responsibility for the adequacy or accuracy of this release.
This news release may contain forward-looking statements which reflect the Company’s current expectations regarding future events. The forward-looking statements are often, but not always, identified by the use of words such as “seek”, “anticipate”, “plan, “estimate”, “expect”, “intend” and statements that an event or result “may”, “will”, “should”, “could” or “might” occur or be achieved and other similar expressions. These forward-looking statements involve risk and uncertainties, including whether the Offering will be approved by the TSXVE or if the proceeds of the Offering will be sufficient for the Company’s purposes, whether the effects of the COVID-19 pandemic will be even more severe than it has been to date, any of which could cause results, performance, or achievements to differ materially from the results discussed or implied in the forward-looking statements. Many risks are inherent in the industries in which the Company participates; others are more specific to the Company. The Company’s ongoing quarterly filings should be consulted for additional information on risks and uncertainties relating to these forward-looking statements. Investors should not place undue reliance on any forward-looking statements. Management assumes no obligation to update or alter any forward-looking statements whether as a result of new information, further events or otherwise.
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