Victory Square Technologies Announces $4 Million Private Placement of Special Warrants Led by Gravitas Securities
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VANCOUVER, British Columbia, Oct. 20, 2020 (GLOBE NEWSWIRE) -- Victory Square Technologies Inc. ("Victory Square" or the "Company") (CSE: VST) (OTC: VSQTF) (FWB: 6F6) announces that it has entered into an agreement with Gravitas Securities Inc. (the "Lead Agent"), on its own behalf and on behalf of a syndicate of agents (collectively, the "Agents"), for an offering on commercially reasonable best efforts basis of 7,692,308 non-transferable special warrants of the Company (the "Special Warrants") at a price of $0.52 per Special Warrant, for aggregate gross proceeds of approximately $4 million (the "Private Placement Offering"). The Company has also granted the Agents an option to purchase up to an additional 15% of the base offering of Special Warrants (the "Over-Allotment Option"), which option is exercisable by the Agents, in whole or in part, at any time up to 30 days following the closing of the Private Placement Offering. Closing of the Private Placement Offering is expected to occur on or around November 17, 2020, or such other date as the Lead Agent and the Company may agree (the "Initial Closing Date").
Each Special Warrant will entitle the holder thereof to receive one unit of Victory Square (a "Unit"), without payment of additional consideration, with each Unit being comprised of one common share of the Company (a "Share") and one-half of one non-transferable common share purchase warrant of the Company (each whole such warrant, a "Warrant"). Each Warrant will entitle the holder thereof to purchase an additional common share of the Company (a "Warrant Share") at a price of $0.78 per share for a period of 36 months from the Initial Closing Date.
The Company has agreed to prepare and file a short form prospectus (the "Prospectus") qualifying the distribution of the Shares and the Warrants in British Columbia, Alberta, Manitoba and Ontario. In the event a receipt for the preliminary Prospectus has not been issued within 60 days of the Initial Closing Date, each Special Warrant will, upon the earlier of (i) four months and one day following the Initial Closing Date (or such subsequent closing date as may be applicable) and (ii) the date of the issuance of the receipt for the final Prospectus, entitle the holder of the Special Warrant to receive, at no additional cost, 1.10 Units, provided that the Company shall not be required to issue fractional Units, Shares or Warrants and any fractions shall be rounded down to the nearest whole number.