VISIONSTATE CORP. ANNOUNCES FINAL APPROVAL FOR CLOSING OF OVER-SUBSCRIBED PRIVATE PLACEMENT
30 March 2020 - 10:23PM
Visionstate Corp. (TSX Venture: VIS)
("Visionstate") is pleased to announce that the non-brokered unit
offering (“Offering”) announced on February 4, 2020 has received
final acceptance from the TSX Venture Exchange to close on the
over-subscription and issue 16,600,000 units (“Units”) at a price
of $0.025 per Unit for gross proceeds of $415,000. Each Unit is
comprised of one (1) common share in the capital of Visionstate
(“Common Share”) and one (1) Common Share purchase warrant. Each
Warrant entitles the holder to purchase one additional (1) Common
Share at a price of $0.05 for a period of two (2) years from the
date of closing. If the closing price of the Common Shares on
the principal market on which such shares trade is equal to or
exceeds $0.075 per Common Share for twenty (20) consecutive trading
days, the Warrant term will automatically accelerate to a date that
is thirty (30) days following the date a press release is issued by
Visionstate announcing the reduced Warrant term, without any
further notification to be made by Visionstate to the subscribers.
The pricing of the Offering was made in reliance
on the temporary relief measures established by the TSX Venture
Exchange Bulletin dated April 7, 2014. The price per Common
Share was set at the last trading price on the TSX Venture Exchange
before the issuance of the initial press release announced on
February 4, 2020.
Visionstate intends to use the proceeds from
this closing as follows: WANDA software development, specifically
IoT (Internet of Things) buttons and a mobile app integrated with
WANDA as to 30%; WANDA hardware inventory for internal sales as to
30%; and general and administrative expenses as to 40%.
The participation in the Offering by an
executive officer of Visionstate may be considered a "related party
transaction" (the “Related Party”) as defined under Multilateral
Instrument 61-101 ("MI 61-101"). Visionstate has determined
that exemptions from the formal valuation and minority shareholder
approval requirements under MI 61-101 are available. In particular,
Visionstate has determined that the exemptions set out in
paragraphs (a) and (b) in section 5.5 of MI 61-101 are applicable
since the aggregate consideration to be paid by the Related Party
does not exceed 25% of the market capitalization of Visionstate and
Visionstate is not listed on the Toronto Stock Exchange, but only
on the TSX Venture Exchange. In addition, regarding the minority
shareholder approval exemptions, the independent directors have
determined that the exemptions set out in paragraphs (1)(a) and (b)
in section 5.7 of MI 61-101 are applicable in that the aggregate
consideration to be paid by the Related Party does not exceed 25%
of the market capitalization of Visionstate, the distribution of
the securities to the Related Party has a fair market value of not
more than $2,500,000 and Visionstate is not listed on the Toronto
Stock Exchange, but only on the TSX Venture Exchange.
Pursuant to applicable Canadian securities laws,
the Common Shares and Warrants comprising the Units are subject to
a four-month hold period from the time of closing of the
Offering.
About Visionstate Corp.
Visionstate Corp. (TSX-V: VIS) is a
growth-oriented company that invests in the research and
development of promising new technology in the realm of the
Internet of Things, big data and analytics, and sustainability.
Through Visionstate Inc., it helps businesses improve operational
efficiencies, reduce costs and elevate customer satisfaction with
its state-of-the-art devices that track and monitor guest
activities and requests. The footprint of its WANDA smart device
now extends to hospitals, airports, shopping centers and other
public facilities across and beyond North America. Through building
up a collection of synergistic technologies, Visionstate Corp. will
continue to innovate, reduce environmental impact and transform
consumer experiences.
To learn more, please contact: |
Visionstate Corp. |
CHF Capital Markets |
Website: www.visionstate.com |
John Putters, CEO |
Cathy Hume, CEO |
Twitter: @visionstate |
(780) 425-9460 |
(416) 868-1079 x 231 |
Facebook: @visionstate |
jputters@visionstate.com |
cathy@chfir.com |
LinkedIn: @VisionstateCorp. |
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
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