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PHILADELPHIA, June 10, 2021 /CNW/ - VSBLTY Groupe Technologies Corp. (the "Company" or "VSBLTY") (CSE: VSBY) is pleased to announce the pricing and terms of its previously announced overnight marketed offering (the "Offering") of units of the Company (the "Units"). The Offering will be conducted on a commercially reasonable "best efforts" agency basis for the issuance of 16,000,000 million Units at a price of $0.50 per Unit for aggregate gross proceeds of $8,000,000 million. Echelon Wealth Partners Inc. (the "Agent") is acting as agent for the Offering.
Each Unit will consist of one common share (a "Common Share") and one-half of one share purchase warrant (each whole share purchase warrant, a "Warrant"). Each Warrant will entitle the holder to purchase one Common Share at an exercise price of $0.65 for 36 months from the date of issuance. The Company intends to apply to list the Warrants on the Canadian Securities Exchange.
The Agent will have an option to offer for sale up to an additional 15% of the Units sold pursuant to the Offering on the same terms as the Offering for market stabilization purposes and to cover overallotments, exercisable in whole or in part within 30 days of the date of closing of the Offering (the "Over-Allotment Option"), for additional gross proceeds of up to $1,200,000. The Over-Allotment Option may be in the form of Units only, Common Shares only, Warrants only, or any combination thereof.
In connection with the Offering, the Agent will receive consideration comprised of (i) a cash fee equal to 7% of the gross proceeds of the Offering, including proceeds received from the exercise of the Over-Allotment Option, and (ii) share purchase warrants ("Agent's Warrants") to purchase up to 7% of the number of Units sold in the Offering, including any additional Units issued upon the Agent's exercise of the Over-Allotment Option. Each Agent's Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of $0.50 for 36 months from the date of issuance.
The Company will file today an amended and restated preliminary short form prospectus with the securities regulatory authorities in the provinces of British Columbia, Alberta, Saskatchewan and Ontario, amending and restating the preliminary short form prospectus filed on June 9, 2021 (as amended, the "Preliminary Prospectus") setting out the terms of the Offering. There will not be any sale of Units until a receipt for the final short form prospectus has been issued.
Closing of the Offering is subject to a number of conditions, including without limitation, the execution of an agency agreement and receipt of all regulatory approvals.
The Company intends to use the proceeds of the Offering for sales & marketing, research & development and for other general corporate purposes.
The Offering is expected to close on or about June 29, 2021, or such other date as the Company and the Agent may agree.