iSIGN Media Announces a Proposed Private Placement of Up To $6.9 Million

TORONTO, Feb. 01, 2021 (GLOBE NEWSWIRE) -- iSIGN Media Solutions Inc. (“iSIGN” or “Company”) (TSX-V: ISD) (OTC: ISDSF), a leading provider of interactive mobile proximity marketing and public security alert solutions announced that it intends to complete a non-brokered offering (“Offering”) for aggregate gross proceeds of up to $6.9 million.

Under the terms of the Offering the Company will issue up to 138 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.  

As part of this Offering, the Company has signed a binding term sheet with One World Smart Solutions Holdings Corp. pursuant to which One World has agreed to subscribe for US $5 million, (CDN $6.412 million, based on the current exchange rate) worth of Units under the Offering or approximately 128.5 million Units. Assuming completion of the Offering in full, One World would own approximately 44.2% and 59.8% of the issued and outstanding common shares of the Company on a non-diluted and partially diluted basis, respectively. Pursuant to the policies of the TSX Venture Exchange, completion of the Offering will be subject to receipt of shareholder approval as the Offering will result in One World owning more that 20% of the issued and outstanding common shares of the Company. To be approved, the Offering must be approved by at least a majority of disinterested shareholders at a shareholders meeting or by way of written consent. The Company currently expects to obtain shareholder approval through written consent.

The principals of One World are involved in the fields of Personal Protection Equipment (“PPE”) for COVID-19 as well as in the health and medical fields globally. They see our technology and hardware offerings as being a fit with their existing business.

Funds raised by this Offering will be used to retire debt related to advances, loans and convertible debentures; for general operational and sales/marketing purposes, including the hiring of public relations and investor relations companies; and for restructuring of the Corporation’s management structure.