Labrador Technologies Inc. Announces Update on Proposed Reverse Takeover Transaction
21 Julio 2020 - 2:58PM
Labrador Technologies Inc. (“
Labrador” or the
“
Company”) (TSXV: LTX) is pleased to provide an
update on its previously announced reverse takeover transaction
(please see previous press release of June 28, 2020).
Closing of Bridge Financing
Labrador closed its convertible debenture bridge
financing (“Convertible Debenture Financing”), as
previously announced on June 28, 2020, for gross proceeds of
$150,000. Churchgate Singapore Ltd. was the sole subscriber. Funds
from the Convertible Debenture Financing will be used to cover
transaction costs related to the Company’s acquisition of exclusive
North American rights to Claritas HealthTech Ptd Ltd.’s
(“Claritas”) IE-RAD2020 technology (the
“Proposed Transaction”).
Concurrent Private
Placement
In addition to the Convertible Debenture
Financing, the Company and Claritas have agreed to undertake a
private placement of subscription receipts at $0.15 per
subscription receipt for minimum gross proceeds of $2,500,000 and
up to maximum gross proceeds of $5,000,000 (the
“Concurrent Private Placement”).
Each subscription receipt represents the right to automatically
receive, upon closing of the Proposed Transaction, one unit (the
“Units”). Each Unit will be priced at $0.15 and
will be composed of one Labrador common share and one-half Labrador
common share purchase warrant (a “Warrant”), each
whole Warrant entitling the holder to purchase one Labrador common
share at a price of $0.30 per common share on a posted consolidated
20:1 basis (the “Consolidation”) for a period of
12 months following the closing date, subject to certain agreed
upon terms and conditions.
Trading Halt
Trading in the Labrador common shares has been
halted and may remain halted pending the review of the Proposed
Transaction by the TSXV and other certain conditions are satisfied.
There can be no assurance that trading in the Labrador common
shares will resume prior to the completion of the Proposed
Transaction.
Additional Information
For further information, please contact:
Kaan Camlioglu, Interim Chief Executive Officer
Labrador Technologies Inc. T: (403) 818-1091 E:
kcamlioglu@icloud.com
Cautionary Statements
Investors are cautioned that, except as
disclosed in the filing statement to be prepared in connection with
the Proposed Transaction, any information released or received with
respect to the Proposed Transaction may not be accurate or complete
and should not be relied upon. Trading in the securities of
Labrador should be considered highly speculative. This press
release does not constitute an offer of the securities of the
Company for sale in the United States. The securities of the
Company have not been registered under the United States Securities
Act of 1933, (the “1933 Act”) as amended, and may not be offered or
sold within the United States absent registration or an exemption
from registration under the 1933 Act. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy
nor shall there be any sale of the securities in any state in which
such offer, solicitation or sale would be unlawful.
Forward-Looking Statements
This news release contains “forward-looking
information” and “forward-looking statements” (collectively,
“forward-looking statements”) within the meaning of the applicable
Canadian securities legislation. All statements, other than
statements of historical fact, are forward-looking statements and
are based on expectations, estimates and projections as at the date
of this news release. Any statement that involves discussions with
respect to predictions, expectations, beliefs, plans, projections,
objectives, assumptions, future events or performance (often but
not always using phrases such as “expects”, or “does not expect”,
“is expected”, “anticipates” or “does not anticipate”, “plans”,
“budget”, “scheduled”, “forecasts”, “estimates”, “believes” or
“intends” or variations of such words and phrases or stating that
certain actions, events or results “may” or “could”, “would”,
“might” or “will” be taken to occur or be achieved) are not
statements of historical fact and may be forward-looking
statements. In this news release, forward-looking statements
relate, among other things, to: the terms, conditions and
completion of the Proposed Transaction, the capitalization of the
resulting issue of the Proposed Transaction, completion of the
Convertible Debenture Financing and Concurrent Financing and the
anticipated type and number of securities to be issued thereunder,
the anticipated use of funds from the Convertible Debenture
Financing, the quality of results, usability and general future
success of IE-RAD2020. Forward-looking statements are necessarily
based upon a number of estimates and assumptions that, while
considered reasonable, are subject to known and unknown risks,
uncertainties, and other factors which may cause the actual results
and future events to differ materially from those expressed or
implied by such forward-looking statements. Such factors include,
but are not limited to: general business, economic, competitive,
political and social uncertainties; and the delay or failure to
receive board, shareholder, court or regulatory approvals, as
required. There can be no assurance that such statements will prove
to be accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on the forward-looking
statements and information contained in this news release. Except
as required by law, Labrador assumes no obligation to update the
forward-looking statements of beliefs, opinions, projections, or
other factors, should they change, except as required by law.
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