iSIGN Media Solutions Inc., a leading provider of interactive mobile proximity marketing and public security alert solutions announced that it intends to complete a non-brokered offering for aggregate gross proceeds of $1.2 million.
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Under the terms of the Offering the Company will issue up to 24 million Units at a price of $0.05 per Unit. Each Unit consists of one Common Share of the Company (each a “Common Share” and collectively, the “Common Shares”) and one common share purchase warrant (each warrant referred to herein as a “Warrant” and collectively, the “Warrants”). Each Warrant will entitle the holder to purchase one Common Share at a price of $0.075 for a period of 24 months from the date of closing. All securities issued would be subject to a four month hold period.
Participants in this placement include Alex Romanov and Bruce Reilly, who are deemed to be “related parties”, as such term is defined in Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions (“MI 61-101”), being the Company’s Interim Chief Executive Officer and Chief Financial Officer and Director.
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For this transaction, the Company has relied on the exemption from the formal valuation requirements of MI 61-101 contained in section 5.5(a) of MI 61-101 and has relied on the exemption from the minority shareholder approval requirements of MI 61-101 contained in section 5.7(a) of MI 61-101.
The Company anticipates closing the full Offering within two weeks, subject to the approval of the TSX Venture Exchange (“Exchange”). Further, the Company advises that it has received the first tranche of $722,510.
The Company will issue these shares, which are subject to a four month hold period once approval has been received from the Exchange.
The proceeds of the Placement will be for new software development and enhancements to existing technologies and operational purposes.