/NOT FOR DISTRIBUTION TO UNITED
STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES/
MONTREAL, Feb. 26, 2016 /CNW Telbec/ - EXO U Inc.
("EXO U" or the "Corporation") (TSXV: EXO) is pleased
to announce today the closing of its previously announced
non-brokered private placement of 20,000,000 units (the
"Units") at a price of CAD$0.10 per Unit for aggregate gross proceeds to
the Corporation of CAD$2,000,000 (the
"Private Placement").
The Corporation is also pleased to announce, due to investor
demand, the closing of an additional non-brokered private placement
offering of 2,500,000 Units at a price of CAD$0.12 per Unit for aggregate gross proceeds to
the Corporation of CAD$300,000 (the
"Additional Private Placement" and, together with the
Private Placement, the "Offering"). Closing of the Offering
remains subject to the final approval of the TSX Venture Exchange
("TSXV").
Each Unit consists of one (1) common share (each, a "Common
Share") in the capital of the Corporation and one (1) common
share purchase warrant (each, a "Warrant"). Each Warrant
issued pursuant to the Private Placement and the Additional Private
Placement shall entitle the holder thereof to acquire one Common
Share at a price of CAD$0.15 and
CAD$0.16, respectively, for a period
of twenty-four (24) months from the closing date of the Offering
(the "Expiration Date"). All securities issuable pursuant to
the Offering will be subject to a four-month hold period from the
date of issuance. The Warrants will be subject to an accelerated
expiry (the "Accelerated Expiry") if, at any time after the
four-month hold period expires, the 20 trailing-day volume weighted
average price of the Common Shares on the TSXV exceeds CAD$0.30, in which event the holder will be given
notice that the Warrants will expire 30 days following the date of
such notice. The Warrants will be exercisable by the holder during
the 30-day period between the notice and the expiration of the
Warrants.
As part of the Offering, Hypertechnologie Ciara Inc.
("Hypertec"), an existing "Control Person" of the
Corporation, Sean Maniaci, a
director of the Corporation and Kevin
Pawsey, the Chief Executive Officer and a director of the
Corporation, have purchased 4,766,667 Units, 85,000 Units and
83,333 Units, respectively. The participation in the Offering by
Hypertec and Messrs. Maniaci and Pawsey constitutes a related party
transaction under Multilateral Instrument 61-101 – Protection of
Minority Security Holders in Special Transactions
("61-101"). The Corporation is relying on exemptions from
the formal valuation requirement and the minority approval
requirement under 61-101 as neither the fair market value of the
Units to be issued to Hypertec and Messrs. Maniaci and Pawsey, nor
their investments, will exceed 25% of the Corporation's market
capitalization. The Corporation did not file a material change
report more than 21 days before the closing of the Offering as the
details of these parties' participation in the Offering were not
settled until shortly prior to the closing of the Offering.
As previously disclosed on February 10,
2016, the net proceeds of the Offering is intended to be
used by the Corporation for general corporate and working capital
purposes. In particular, the Corporation intends to use the net
proceeds to execute on the plan previously detailed in the
February 3, 2016 update.
In connection with the Offering, the Corporation has agreed to
pay a finder's fee to certain arm's length parties which includes
an aggregate payment in cash in the amount of CAD$58,099 and the issuance of 566,644
compensation warrants ("Compensation Warrants"), with each
Compensation Warrant issued pursuant to the Private Placement and
the Additional Private Placement entitling the holder thereof to
purchase one Common Share at an exercise price of CAD$0.15 and CAD$0.16, respectively, prior to the Expiration
Date. The Compensation Warrants will also be subject to the
Accelerated Expiry. In addition, the Corporation also agreed to pay
an amount equal to USD$50,000 to a
separate arm's length party as consideration for the introduction
by it to the Corporation of certain purchasers in the Offering and
its assistance to the Corporation for investor and management
presentations.
The news release does not constitute an offer to sell or a
solicitation of an offer to buy any of the securities in
the United States, nor shall there
be any sale of these securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful. The 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 may not be offered or sold within
the United States or to U.S.
persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
About EXO U
EXO U's shares trade on the TSX Venture Exchange under the
ticker symbol EXO. EXO U develops an innovative software platform
that enables businesses and educational institutions to securely
mobilize and manage their mobile workforce and students by
delivering engaging experiences spanning desktop and mobile
applications. At the core of EXO U's platform is the smart and
agnostic EXO engine that unifies multiple software platforms,
allowing devices to interact and communicate seamlessly together.
For more information, visit EXOU.com or follow us on Twitter
@exo_u.
Disclaimer in Regards to Forward-Looking Statements
Certain statements made in this press release that are not
historical facts, including but not limited to statements with
respect to the use of the net proceeds, are forward-looking
statements and are subject to important risks, uncertainties and
assumptions. The results or events predicted in these
forward-looking statements may differ materially from actual
results or events. As a result, readers are cautioned not to place
undue reliance on these forward-looking statements. The
forward-looking information contained in this press release
represents EXO U's current expectations. EXO U disclaims any
intention and assumes no obligation to update or revise any
forward-looking information, except if required by applicable
securities laws. For additional information with respect to certain
of these and other assumptions and risk factors, please refer to
EXO U's management's discussion and analysis for the year ended
March 31, 2015, available under the
Company's profile on SEDAR at www.sedar.com.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
For more information please visit www.exou.com.
SOURCE EXO U Inc