Nfluence Announces Closing of Non-Brokered Private Placement of CAD$500,000 and Issuance of Stock Options
March 24, 2021 - TheNewswire - Vancouver, BC - Nfluence Analytics Inc. (“Nfluence" or the “Company”), a Canadian software and predictive analytics technology company, is pleased to announce that it has completed a non-brokered private placement of 10,000,000 units (each a “Unit”) at a price of $0.05 per Unit for total aggregate proceeds of CAD$500,000 (the “Financing”). Each Unit consists of one common share of the Company (a “Share”) and one-half of a common share purchase warrant (each such whole share purchase warrant, a “Warrant”). Each full Warrant is exercisable into one Share at an exercise price of $0.15 per Share for a period of two years from the date of issuance. In addition, certain convertible debt agreements previously issued by the Company were converted into equity of the Company resulting in an additional 2,413,378 Shares being issued. The securities issued in the Financing will be subject to a four-month plus one day hold period from the date of closing.
In addition, the Company announces the grant of up to 2,475,000 incentive stock options to certain of its directors, officers, consultants and employees pursuant to the Corporation’s Stock Option Plan. The options are exercisable for a period of five years at a price of $0.05 per share.
Nfluence intends to use the net proceeds from the Financing to fund ongoing development of its predictive analytics software, to settle accounts payable and certain accrued liabilities and for general working capital purposes.
Certain directors and officers of the Company acquired securities in the private placement. Accordingly, the private placement is considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101”). The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 on the basis that neither the fair market value of the securities to be distributed in the transaction nor the consideration to be received for those securities insofar as the transaction involves interested parties exceeds $2,500,000. The Company did not file a material change report more than 21 days before the expected closing of the private placement as the details of the private placement and the participation therein by related parties of the Company were not settled until shortly prior to closing and the Company wished to close the private placement on an expedited basis for sound business reasons.
The securities offered 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 U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable
U.S. state securities laws. This news release does not constitute an offer to sell or the solicitation of any offer to buy securities in the United States, nor in any other jurisdiction.
On behalf of the Board of Directors of Nfluence Analytics Inc.
“Murray G. Flanigan”
Murray G. Flanigan
CFO & Director
For further information please contact: Murray G. Flanigan, CFO
Forward Looking Statements
Certain statements made in this new release may constitute forward-looking information under Canadian securities legislation. These statements may relate to anticipated events or results and include, but are not limited to, expectations regarding the terms the Financing and receipt of related regulatory approvals, use of proceeds and other statements that are not historical facts. Particularly, information regarding our expectations of future results, targets, performance achievements, prospects or opportunities is forward-looking information. Often, but not always, forward-looking statements can be identified by the use of forward-looking terminology such as "may" "will", "expect", “intend”, "believe", "estimate", "plan", "could", "should", "would", "outlook", "forecast", "anticipate", "foresee", "continue" or the negative of these terms or variations of them or similar terminology. Forward-looking statements are current as of the date they are made and are based on applicable estimates and assumptions made by us at the relevant time in light of our experience and perception of historical trends, current conditions and expected future developments, as well as other factors that we believe are appropriate and reasonable in the circumstances. However, we do not undertake to update any such forward-looking information whether as a result of new information, future events or otherwise, except as required under applicable securities laws in Canada. There can be no assurance that such estimates and assumptions will prove to be correct.
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