Toronto, Ontario--(Newsfile Corp. - February 24, 2022) - Reklaim Ltd. (TSXV: MIYD) (OTCQB: MYIDF) ("Reklaim" or the "Company") is pleased to announce that it has completed the issuance of senior secured debentures of the Company (the "Debentures") to certain accredited and qualified institutional investors (the "Investors") for aggregate gross proceeds of $1,640,000 (the "Transaction").
The Debentures mature on February 24, 2025 and pay interest at a rate of 12.0% per annum, payable semi-annually. Beginning one year from the date hereof, the Company will have the right to prepay the Debentures, in whole or in part. A general security agreement secures the Debentures against the property of the Company.
The Company will also issue 1,366,666 Class A common shares as bonus shares in connection with the Transaction (the "Bonus Shares"). Accordingly, as additional consideration, each Investor will receive Bonus Shares equal to 20% of the total amount of the Debentures purchased by the Investor based on the Company's closing price on the TSX Venture Exchange (the "TSXV") on February 23, 2022.
No commissions or fees are payable by the Company in connection with the Transaction. The net proceeds of the Transaction will be used by the Company for general working capital purposes and general corporate purposes.
The Transaction is subject to the final approval of the TSXV. All securities issued pursuant to the Transaction are subject to a hold period of four months plus one day from the date of issuance thereof in accordance with applicable securities laws.
To demonstrate continued support of the Company's growth plans, Neil Sweeney, the Company's Chief Executive Officer, Chairperson and director, participated in the Offering. Such participation is considered a related party transaction within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The related party transaction is exempt from minority approval, information circular, and formal valuation requirements pursuant to the exemptions contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the gross securities issued nor the consideration paid exceeds 25% of the Company's market capitalization.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
This press release is not an offer of the securities for sale in the United States. The securities may not be offered or sold in the United States absent registration or an available exemption from the registration requirements of the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") and applicable U.S. state securities laws. The Company will not make any public transaction of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act.
About Reklaim
Offering compliant, first-party data to Fortune 500 brands, platforms, and data companies, Reklaim allows consumers to visit the platform, confirm their identity, and unveil data that has been collected and sold without the consumer's explicit consent for years. Reklaim enables consumers to take back control of this data by setting up a Reklaim account where, should they choose to, they can be compensated for their data. For more information about Reklaim, visit https://investors.reklaimyours.com/.
Forward-Looking Statements
This news release contains projections and forward-looking information that involve various risks and uncertainties regarding future events. Such forward-looking information can include without limitation statements based on current expectations involving several risks and uncertainties and are not guarantees of the Company's future performance. Actual results and future events could differ materially from those anticipated in such information. These statements are based upon the current expectations and beliefs of management and are subject to certain risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties include, but are not limited to: the Company may not receive the final approval of the TSXV for the Offering; the Company may not be able to repay the Debentures and may be required to renegotiate the terms of the Debentures on substantially prejudicial terms than the current terms of the Debentures; and the uncertainty surrounding the spread of COVID-19 and the impact it will have on the Company's operations and economic activity in general; and the risks and uncertainties discussed in our most recent annual and quarterly reports filed with the Canadian securities regulators and available on the Company's profile on SEDAR at www.sedar.com, which risks and uncertainties are incorporated herein by reference. Readers are cautioned not to place undue reliance on forward-looking statements. Except as required by law, the Company does not intend and undertakes no obligation to update any forward-looking statements to reflect, in particular, new information or future events.
Company Contact:
Ira Levy
CFO
1-855-908-DATA
Email: investorrelations@reklaimyours.com
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/114705
