Montreal, Quebec--(Newsfile Corp. - July 30, 2015) - Peak Positioning Technologies Inc. (TSXV: PKK) (OTC Pink: PKKFF) ("Peak" or the "Company") today announced that it has closed a $200,000 private placement financing consisting in the issuance of promissory notes maturing 12 months from their issuance and carrying an interest rate of 15% per year (the "Financing"). Along with the promissory notes, Peak also issued 800,000 Peak bonus shares to promissory note subscribers at a deemed price of $0.05 per share, representing 20% of the aggregate value of the notes.
The proceeds of the Financing will be used to help the Company cover some of the expenses related to its pending acquisition of LongKey Hong Kong Limited ("LongKey").
Pursuant to Policy 5.9 of the TSXV and Multilateral Instrument 61-101 Respecting protection of minority security holders in special transactions ("MI 61-101"), the Financing constitutes a "related party transaction" as certain directors and officers of Peak (the "Related Parties") subscribed to securities. In reviewing the applicable valuation requirements under MI 61-101, Peak has determined that the exemption set out in subsection 5.5 (a) of MI 61-101 is applicable since the aggregate consideration to be paid by the Related Parties does not exceed 25% of the market capitalization of Peak at the date hereof. In addition, subsection 5.7(a) provides that a transaction meeting such criteria is also exempt from the minority shareholder approval requirement. The board of directors of Peak has unanimously approved the Financing. Peak has not filed a material change report 21 days prior to the closing of the Financing as participation of insiders had not been established at that time.
The Company announced that it also issued 574,875 shares to Gestion Claude Veillette Ltd. ("GCV") and 130,000 shares to BCF LLP ("BCF") at a deemed price of $0.05 per share to settle a total amount of $35,243.75 owed to GCL and BCF.
The bonus shares issued pursuant to the Financing and the shares issued to GCV and BCF are subject to a hold period expiring four (4) months and one day from the date of their issuance.
Update on Private Placement to be Closed Concurrently to LongKey Acquisition
Peak also announced today that it began distribution of the subscription materials to allow prospective investors to take part in the previously announced private placement financing to be closed concurrently to the Company's planned acquisition of LongKey (the "Private Placement"). The Private Placement consists of the sale of a maximum of 160,000,000 units at $0.025 per unit for gross proceeds of $4,000,000. Each unit (a "Unit") consists of one (1) common share and one (1) one common share purchase warrant. Each common share purchase warrant entitles its holder to purchase one common share of Peak, at a price of $0.04, for a period of twenty-four (24) months following the closing date.
Peak will proceed with a 5:1 consolidation of its securities concurrently with the closing of the Private Placement. All securities to be issued as part of the Private Placement will be issued on a post-consolidation basis, which means that Private Placement subscribers will receive one common share and one common share purchase warrant for each 5 Units subscribed once the consolidation takes effect at the closing of the Private Placement. Taken on a post-consolidation basis, the Private Placement will result in the sale of a maximum of 32,000,000 units at a price of $0.125 per unit. Similarly, each issued warrant will give its holder the right to purchase one common share of Peak at a price of $0.20.
The Private Placement subscription materials are only being distributed to those that have notified the Company in writing of their desire to subscribe, and have asked to be placed on the Company's Private Placement reservation list. Currently only subscriptions from those whose names are on the Private Placement reservation list are being accepted by the Company.
The proposed securities consolidation and the Private Placement are subject to TSX Venture Exchange approval. All securities issued pursuant to the Private Placement, will be subject to a four month and one day hold period from the date of their issuance.
About Peak Positioning Technologies Inc.:
Peak Positioning Technologies Inc. ("Peak"), (TSXV: PKK) (OTC Pink: PKKFF), is an IT portfolio management company whose mission is to assemble, finance and manage a portfolio of high-growth-potential companies and assets in some of the fastest growing tech sectors in China, including e-commerce, cloud-computing and mobile development. Peak provides its shareholders access to the world's fastest growing economy by giving them the opportunity to participate in these high-growth sectors in partnership with some of the sectors' most reputable and high profile institutions. For more information: http://www.peakpositioning.com
The TSX Venture Exchange has neither approved nor disapproved the contents of this news release. Neither the TSX Venture Exchange, Inc. nor its Regulation Service Provider (as that term is defined under the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of the contents of this news release.
For more information:
Cathy Hume
CEO
CHF Investor Relations
Phone: 416-868-1079 ext.: 231
Email: cathy@chfir.com
Or
Carl Desjardins
Managing Partner
Paradox Public Relations Inc.
Phone: 514-341-0408
Email: carldesjardins@paradox-pr.ca
Or
Johnson Joseph
President and CEO
Peak Positioning Technologies Inc.
Phone: 514-340-7775 ext.: 501
Email: investors@peakpositioning.com
copyright (c) newsfile corp. 2015. all rights reserved