Toronto, Ontario–(Newsfile Corp. – April 7, 2021) – Lendified Holdings Inc. (TSXV: LHI) (formerly, Hampton Bay Capital Inc.) (the “Company” or “Lendified“) is pleased to announce that it entered into an engagement letter with Canaccord Genuity Corp. (“Canaccord“), as lead agent and sole bookrunner, on its own behalf and on behalf of a syndicate of agents which may be formed (the “Agents“), pursuant to which the Agents have agreed to sell, on a commercially reasonable efforts private placement basis, up to 100,000,000 subscription receipts of Lendified (the “Subscription Receipts“) at a price of $0.05 per Subscription Receipt (the “Issue Price“) for aggregate gross proceeds to Lendified of up to $5,000,000 (the “Offering“). Each Subscription Receipt will entitle the holder thereof to receive, without payment of any additional consideration and without further action on the part of the holder thereof, one unit of the Company (a “Unit“) comprised of one common share of the Company (a “Common Share“) and one Common Share purchase warrant (a “Warrant“) upon satisfaction of certain escrow release conditions (“Escrow Release Conditions“). Each Warrant will be exercisable to acquire one Common Share at an exercise price of $0.07 per Common Share for a period of 24 months from the date on which the Escrow Release Conditions are satisfied.
In connection with the Offering, Lendified has, subject to regulatory approval, agreed to: (i) pay to the Agents, a fee of 7% of the gross proceeds of the Offering, payable in cash or Subscription Receipts, or any combination thereof at the option of the Agents; (ii) issue to the Agents compensation warrants exercisable at any time prior to the date that is 24 months from the date the Escrow Release Conditions are satisfied to acquire that number of Units as is equal to 7% of the aggregate number of Subscription Receipts issued under the Offering, at an exercise price equal to the Issue Price; and (iii) issue to Canaccord that number of Subscription Receipts as is equal to 3.0% of the aggregate number of Subscription Receipts issued under the Offering.
The net proceeds of the Offering, following satisfaction of the Escrow Release Conditions, will be used for key professional personnel additions, regulatory and compliance costs and for general working capital purposes.
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 TSX Venture Exchange (the “TSXV“), it is anticipated that the closing of the Offering will occur on such date as agreed to by the Company and Canaccord.
ABOUT LENDIFIED HOLDINGS INC.
Lendified, a company located in Ontario, Canada, is a Canadian company operating a lending platform which provides working capital loans to small and medium-sized businesses across Canada.
For further information regarding Lendified, please contact:
John Gillberry, Chief Executed Officer and Director
Neither the TSXV 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, but not limited to, whether the Offering will be approved by the TSXV or if the proceeds of the Offering will be sufficient for the Company’s purposes, the anticipated timing of closing the Offering and satisfaction of the Escrow Release Conditions, 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.
NOT FOR DISSEMINATION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
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