NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
GoldMoney Inc. (TSX-V:XAU) ("GoldMoney" or the "Company"),
a full-reserve and gold-based financial service and technology group, is
pleased to announce that it has completed its previously announced
bought deal private placement (the “Offering”) with a syndicate
of underwriters led by GMP Securities L.P. and Clarus Securities Inc.
(collectively, the “Underwriters”). Pursuant to the Offering, the
Company issued 9,394,828 common shares (the “Shares”) at a price
of C$3.90 per Share, for aggregate gross proceeds of C$36,639,829. In
addition to the initial 8,169,415 Shares offered, an additional
1,225,413 Shares were issued pursuant to the Underwriters fully
exercising the Underwriters’ option. PowerOne Capital Markets Ltd. acted
as financial adviser with respect to the Offering.
The net proceeds of the Offering are expected to be used for general
corporate purposes.
Pursuant to the Offering, the Underwriters received a 5.0% cash
commission and were issued Broker Warrants equal to 3.0% of the number
of Shares issued. Each Broker Warrant is exercisable for one Share at a
price of C$3.90 for a period of 24 months.
The securities issued (and issuable) pursuant to the Offering are
subject to a four month hold period expiring on June 25, 2016.
“GoldMoney welcomes this offer of strategic-institutional funding and
the capital entrusted to us by some of the world's top investment
managers”, said Roy Sebag, CEO of GoldMoney. "With this additional
capital, the group is able to strengthen the relationship we have with
our customers with an unparalleled commitment to a strong balance sheet
through any market environment. We also strive to grow our businesses
through new product engineering, the initiation of offline and more
traditional marketing activities, and expansion into additional
financial services business lines that will provide operating leverage
to our core customer relationships.”
The Company also announces its graduation to Tier 1 of the TSX Venture
Exchange (“TSX-V”) on December 8, 2015. Tier 1 is the TSX-V’s
premier tier, and is reserved for the TSX-V’s most advanced issuers with
the most significant financial resources. In conjunction with the Tier 1
graduation, Shares and Share purchase warrants (“Warrants”) held
escrow pursuant to a value security escrow agreement dated May 8, 2015,
between the Company, Capital Transfer Agency Inc. as escrow agent, and
certain escrowed security holders, will become subject to an accelerated
release schedule as follows: 5,241,098 Shares and 179,961 Warrants on or
before March 5, 2016; 5,241,101 Shares and 179,962 Warrants on May 13,
2016; and 5,241,101 Shares and 179,962 Warrants on November 13, 2016.
About GoldMoney
GoldMoney Inc. is a global, full-reserve and gold-based financial
services group. GoldMoney provides financial services as a trusted,
limited third-party, combining the unique attributes of gold with
technology-driven innovation. Through GoldMoney® the company offers
precious metals custody and wealth services, trading and execution, and
independent research to individual investors and institutions. Through
BitGold™ the company operates a self-directed savings platform and a
payments network enabling individuals and businesses to make or receive
online, in-store or mobile payments. GoldMoney Inc. has over 650,000
clients from over 150 countries and $1.6 billion in client assets under
administration. GoldMoney is regulated by the Jersey Financial Services
Commission (JFSC) as a Money Services Business. The JFSC is the main
supervisory body that oversees and regulates Jersey's large financial
services industry. For more information on BitGold, visit bitgold.com.
For more information on GoldMoney, visit ir.goldmoney.com.
No stock exchange, securities commission or other regulatory authority
has approved or disapproved the information contained herein. Neither
the TSX-V nor its Regulation Services Provider (as that term is defined
in the policies of the TSX-V) accepts responsibility for the adequacy of
this release.
Forward-Looking Information
This news release contains certain “forward-looking information”
within the meaning of applicable Canadian securities laws that are based
on expectations, estimates and projections as at the date of this news
release. Any statements that involve discussions with respect to
predictions, expectations, beliefs, plans, projections, objectives,
assumptions, future events or performance (often but not always using
phrases such as “expects”, or “does not expect”, “is expected”,
“anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”,
“forecasts”, “estimates”, “believes” or “intends” or variations of such
words and phrases or stating that certain actions, events or results
“may” or “could”, “would”, “might” or “will” be taken to occur or be
achieved) are not statements of historical fact and may be
forward-looking information and are intended to identify forward-looking
information. This forward-looking information is based on reasonable
assumptions and estimates of management of the Company at the time it
was made, and involves known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or achievements
of the Company to be materially different from any future results,
performance or achievements expressed or implied by such forward-looking
information. Such factors include, among others: the Company’s limited
operating history; future capital needs and uncertainty of additional
financing; the competitive nature of the industry; unproven markets for
the Company’s product offering; volatility of gold prices & public
interest in gold investment; lack of regulation and customer protection;
the need for the Company to manage its planned growth and expansion; the
effects of product development and need for continued technology change;
protection of proprietary rights; the effect of government regulation
and compliance on the Company and the industry; network security risks;
the ability of the Company to maintain properly working systems; foreign
currency and gold trading risks; use and storage of personal information
and compliance with privacy laws; use of the Company’s services for
improper or illegal purposes; global economic and financial market
conditions; uninsurable risks; and those risks set out in the Company’s
public documents filed on www.sedar.com.
Although the Company has attempted to identify important factors that
could cause actual results to differ materially, there may be other
factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove to
be accurate as actual results and future events could differ materially
from those anticipated in such statements. Accordingly, readers should
not place undue reliance on forward-looking information. The Company
undertakes no obligation to revise or update any forward-looking
information other than as required by law.

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