RE:JUNE 3 PP OMEDIA NETWORKS INC. CLOSES PRIVATE PLACEMENT OF SPECIAL WARRANTS
SoMedia Networks Inc. has completed its previously announced non-brokered private placement for gross proceeds of $345,000 through the issuance of 1,326,922 special warrants at a price of 26 cents per special warrant.
Each special warrant entitles the holder thereof to acquire at any time after June 15, 2015, for no additional consideration, one unit of SoMedia, with each unit comprising one common share of SoMedia and one-half of one common share purchase warrant of SoMedia. Each warrant will entitle the holder thereof to purchase one common share at an exercise price of 35 cents per common share for a period of 24 months following the closing date.
All unexercised special warrants will be deemed to be exercised, without payment of additional consideration or further action, on the earlier of: (i) the third business day following the day upon which SoMedia obtains a receipt for a final prospectus qualifying the distribution of the common shares and Warrants issuable upon (a) exercise of the special warrants, and (b) exercise of the finder warrants (as defined below) from the securities regulatory authority in each jurisdiction where the final prospectus is filed; and (ii) the date that is four months and one day following the closing date. It is intended that the final prospectus will be filed in Ontario, Alberta and British Columbia.
In connection with the private placement, the company paid a cash commission of $11,700 and issued a total of 45,000 special warrants. Each finder warrant entitles the holder thereof to acquire at any time after the closing date, for no additional consideration, one warrant of the company, which entitles the holder to acquire one unit of the company, each unit comprising one common share and one-half of one warrant, at a price of 35 cents until June 15, 2017.
SoMedia plans to use the net proceeds from the offering for working capital and general corporate purposes.
Subject to obtaining a receipt for the final prospectus in the qualifying jurisdictions, each of the special warrants and underlying securities and the finder warrants are subject to a four-month-and-one-day hold period as required by Canadian securities laws.
We seek Safe Harbor.