VANCOUVER, Feb. 29, 2016 /CNW/ - VidWRX Inc. (the "Company"
or "VidWRX") (TSXV:VID) announces a private placement (the "Private
Placement") of secured debentures (the "Debentures") for gross
proceeds of up to $2,000,000.
The Debentures will be secured by a floating charge over the assets
of the Company, will bear interest at a rate of twelve percent per
annum capitalized and payable on maturity, and will mature eighteen
months from the date of issue. Holders of the Debentures will
also be entitled to receive ongoing royalty payments of five
percent of the gross revenue of the Company during a fiscal year,
payable annually and on an ongoing basis until such time as
aggregate payments reach $1,500,000.
Proceeds of the Private Placement will be placed in escrow and
will only be releasable to the Company on the satisfaction of
certain revenue-based milestones. In the event such
milestones are not satisfied any remaining proceeds held in escrow
will be returned to subscribers on a pro rata basis. In
connection with the Private Placement, the Company will reserve up
to 8,000,000 common shares to be paid as a bonus to subscribers,
pro rata, as funds are released to the Company from escrow.
All securities issued in connection with the Private Placement
will be subject to a four-month-and-one-day statutory hold
period. Closing of the Private Placement remains subject to a
number of conditions, including approval of the TSX Venture
Exchange, the negotiation of definitive agreements, and such other
conditions as are customary in transactions of this
nature.
About VidWRX
Founded in 2006 as SoMedia Networks, VidWRX has reengineered how
businesses access affordable, high quality video content creation,
production and deployment. Combined with its online platform and
proven processes, VidWRX' expert production teams ensure
exceptional customer service and affordable, high quality
videos. The cloud-based VidWRX platform provides scalable
video production services to marketers, web marketing firms,
directories, and digital agencies in any volume, anywhere in
North America.
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. This news release does not constitute an
offer to sell or a solicitation of an offer to sell any securities
in the United States. 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.
Certain information contained in this document may include
"forward-looking information". Without limiting the foregoing, the
information and any forward-looking information may include
statements regarding the closing of the Offering, the filing of a
preliminary and final prospectus and the use of proceeds of the
Offering. In this document, words such as "may", "would", "could",
"will", "likely", "believe", "expect", "anticipate", "intend",
"plan", "estimate" and similar words and the negative form thereof
are used to identify forward-looking statements. Forward-looking
statements should not be read as guarantees of future performance
or results, and will not necessarily be accurate indications of
whether, or the times at or by which, such future performance will
be achieved. Forward-looking statements and information are based
on information available at the time and/or the Company
management's good-faith beliefs with respect to future events and
are subject to known or unknown risks, uncertainties, assumptions
and other unpredictable factors, many of which are beyond the
Company's control. For additional information with respect to these
and other factors and assumptions underlying the forward-looking
statements made in this press release, see the section entitled
"Risks and Uncertainties" in the Management's Discussion and
Analysis of the Company for its most recent interim financial
statements filed with the Canadian securities commissions. The
forward-looking information set forth herein reflects the Company's
expectations as at the date of this press release and is subject to
change after such date. The Company disclaims any intention or
obligation to update or revise any forward looking statements,
whether as a result of new information, future events or otherwise,
other than as required by law.
The Company does not intend, nor does it undertake, any
obligation to update or revise any forward-looking information or
statements contained in this document to reflect subsequent
information, events or circumstances or otherwise, except as
required by applicable laws.
SOURCE VidWRX Inc