Frankly FRNKF

PP size, price reserved

[lscfa]

6.6 million units at $0.45.......

SAN FRANCISCO, Dec. 14, 2016 /CNW/ -- Frankly Inc. (TSX VENTURE: TLK) (Frankly), a leading technology and monetization platform for media companies, is pleased to announce it submitted a Price Reservation Form (Form 4A) with the TSXV on November 14, 2016.  The nonbrokered private placement offering (the "Offering") is for up to 6,600,000 units (each, a "Unit") at a price of Can$0.45 per Unit ("Unit Price").  Each Unit shall be comprised of one common share in the capital of the Company (each, a "Common Share") and one-half warrant to acquire a Common Share (each, a "Warrant") at an exercise price of $0.56 per Common Share for a period of two years from the date of issuance.  The Offering is expected to close on or before December 20, 2016.  The Unit Price is based on the discounted closing price of the Common Shares on the TSX Venture Exchange (the "TSXV") as reflected in the Company's filing of a Price Reservation Form (Form 4A) with the TSXV on November 14, 2016.  In connection with a portion of the Offering, the Company anticipates paying commissions in the form of a 6% cash payment and 6% warrant coverage, such warrants to be exercisable at a price of $0.56 for a period of two years following issuance.  Should the Company choose to use this Price Reservation for a non-brokered financing, the use of proceeds from the Offering will be used for general working capital and product development.  All of the securities issued pursuant to the Offering will be subject to a statutory 4-month plus one day hold period from the date of issuance.  The Offering remains subject to TSXV approval and applicable regulatory authorities.