/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES /
TORONTO , Nov. 9, 2020 /CNW/ - PopReach Corporation (" PopReach " or the " Company ") (TSXV:POPR) (OTCQX:POPRF) is pleased to announce that it has amended the terms of its previously announced offering of common shares of the Company. Under the amended terms of the Offering (as defined below), Beacon Securities Limited (" Beacon " or the " Lead Underwriter "), on behalf of a syndicate of underwriters (together with the Lead Underwriter, the " Underwriters ") has agreed to purchase on a bought deal basis, 12,000,000 common shares (the " Shares ") in the capital of the Company at a price of $1.25 per Share (the " Offering Price ") for aggregate gross proceeds to the Company of $15,000,000 (the " Offering "). (All figures are in Canadian dollars unless otherwise stated).
The Company has granted the Underwriters an option (the " Over-Allotment Option "), exercisable, in whole or in part, by Beacon, on behalf of the Underwriters, giving notice to the Company at any time and from time to time up to 30 days following the Closing Date, to purchase, or to find substituted purchasers for, up to an additional number of Shares equal to 15% of the number of Shares sold pursuant to the Offering at the Offering Price to cover over-allotments, if any, and for market stabilization purposes.
The closing of the Offering is expected to occur on or about November 26, 2020 (the " Closing Date ") and is subject to the completion of formal documentation and receipt of all regulatory approvals, including the approval of the TSX Venture Exchange. The net proceeds from the Offering will be used for acquisitions, working capital and general corporate purposes.
The Shares to be issued under the Offering will be offered by way of a short form prospectus to be filed in the Provinces of British Columbia , Alberta , Saskatchewan and Ontario (and such other Provinces as agreed between the Company and the Underwriters) and by private placement to eligible purchasers resident in jurisdictions other than Canada that are mutually agreed by the Company and Beacon, provided that no prospectus filing or comparable obligation arises and the Company does not therefore become subject to continuous disclosure obligations in such jurisdiction.
The Shares being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (" U.S. Securities Act ") and may not be offered or sold in the United States or to, or for the account or benefit of, "U.S. persons" (as defined in Regulation S under the U.S. Securities Act) absent registration or an applicable exemption from the registration requirements. The Shares may be offered for sale in the United States to Qualified Institutional Buyers (as defined in Rule 144A under the U.S. Securities Act) and to Institutional Accredited Investors (as defined in Rule 501(a)(1), (2), (3) or (7) of Regulation D under the U.S. Securities Act) by way of private placement pursuant to an exemption from the registration requirements of the U.S. Securities Act. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
About PopReach Corporation
PopReach, a Tier 1 Issuer on the TSX Venture Exchange, with shares also trading on OTCQX® Best Market, is a free-to-play mobile game publisher focused on acquiring and optimizing proven game franchises. The Company has acquired 12 successful game franchises competing mainly in the North American game market, including Smurfs' Village (IP under license), Kitchen Scramble, Gardens of Time, City Girl Life, War of Nations and Kingdoms of Camelot. The Company's games are enjoyed by over 1.2 million unique players a month. PopReach, headquartered in Toronto , employs a team of over 120 experts in Toronto , Vancouver , and Bangalore .
Forward-Looking Information: Certain information in this news release constitutes forward-looking statements and forward-looking information under applicable Canadian securities legislation (collectively, "forward-looking information"). Forward-looking information include, but are not limited to, statements with respect to and the business, financials and operations of the Company. Statements containing forward-looking information are not historical facts but instead represent management's expectations, estimates and projections regarding future events. Forward looking information is necessarily based on a number of opinions, assumptions and estimates that, while considered reasonable by the Company as of the date of this news release, are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements and future events to be materially different from those expressed or implied by such forward-looking information, including but not limited to the factors described in greater detail in the public documents of the Company available at www.sedar.com . Although the Company has attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. Investors are cautioned undue reliance should not be placed on any such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the Company. The Company does not intend, and does not assume any obligation, to update this forward-looking information except as otherwise required by applicable law.
SOURCE PopReach Corporation
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