TORONTO, ONTARIO--(Marketwired - Feb. 10, 2016) -
THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Visual product search platform Slyce Inc. (TSX VENTURE:SLC) ("Slyce" or the "Corporation") announces that it has elected not to proceed with its public offering of the units of the Corporation (the "Offering"). The financing was previously disclosed in the Corporation's press release dated December 1, 2015.
The Corporation is pleased to announce its plans to raise up to $7,000,000 through a non-brokered private placement (the "Private Placement") of up to 70,000,000 units of the Corporation ("Units"), at a price of $0.10 per Unit. Each Unit consists of (i) one common share (a "Common Share") of the Corporation; (ii) one-half (1/2) warrant, with each whole warrant entitling the holder to purchase a Common Share for a period of three (3) years from the closing date of the Private Placement (the "Closing Date"), at an exercise price of CDN$0.12 per Common Share; and (iii) one-half (1/2) warrant, with each whole warrant entitling the holder to purchase a Common Share for a period of four (4) years from the Closing Date, at an exercise price of CDN$0.20 per Common Share.
The Lead Investor has the right to subscribe for up to $5 million in Units, subject to the regulatory approvals of the TSX Venture Exchange. In advance and as part of the Private Placement, the lead investor (the "Lead Investor") has subscribed for an aggregate of $1.6 million in 6% interest bearing unsecured promissory notes (the "Notes") of the Corporation, which Notes shall be converted as a subscription for Units pursuant to the terms under the Private Placement. Closing of the first $1.6 million of the Private Placement is expected on or before February 12, 2016. Closing may occur in one or more tranches with the remaining funds anticipated to close by the end of February 2016. The securities to be issued in connection with the Private Placement are subject to a hold period of four months plus a day from the Closing Date, as required under applicable Canadian securities laws.
Mr. Kevin Taylor has decided to resign from the board for personal reasons. Mr. Taylor has served as a director of Slyce since June 2014. The Board is grateful for Mr. Taylor's valuable guidance, service and contribution to the Corporation and wishes him continued success in his future endeavors. It is expected that Mr. Taylor's vacancy on the Board will allow for the appointment of a strategic nominee of the Lead Investor. Such nominee is subject to the regulatory approvals of the TSX Venture Exchange and the Board of Slyce acting reasonably.
The Corporation intends to use the proceeds from the Private Placement for product development and enhancement purposes, general and administrative expenditures and general corporate purposes. The Private Placement is subject to the approval of the TSX Venture Exchange.
This press release does not constitute an offer to sell or a solicitation of any offer to buy the securities in the United States, in any province or territory of Canada or in any other jurisdiction. The securities offered have not been and will not be registered under the U.S. 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 absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. There shall be no sale of the securities in any jurisdiction in which an offer to sell, a solicitation of an offer to buy or sale would be unlawful.