Lendified Announces First Tranche Closing of Private Placement and Appointment of New Board Member
Newsfile Corp.
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Toronto, Ontario--(Newsfile Corp. - August 21, 2020) - Lendified Holdings Inc. (TSXV: LHI) (formerly, Hampton Bay Capital Inc.) (the "Company" or "Lendified") announces it completed the first tranche of its previously announced offering of units of the Company ("Units") consisting of 54,738,064 Units at a price of $0.015 per Unit for aggregate gross proceeds of $821,071 (the "Offering"). Each Unit is comprised of one common share ("Shares") in the capital of the Company and one common share purchase warrant ("Warrants") exercisable at $0.05 per common share until August 21, 2023.
The securities of the Company are subject to a failure-to-file cease trade order ("FFCTO") issued by the Ontario Securities Commission ("OSC") on July 9, 2020. The first tranche closing of the Offering was effected pursuant to a partial revocation order of the OSC issued August 14, 2020 (the "Partial Revocation Order"), as announced by the Company in its press release of August 17, 2020. The securities of the Company will remain subject to the FFCTO until such order is fully revoked, and the granting of the Partial Revocation Order by the OSC does not guarantee the issuance of a full revocation order in the future. The proceeds derived from the sale of the Units will be used for payment of certain expenses of the Company associated with bringing the public record into compliance, including employee payrolls, trade payables, general office and administration expenses and professional fees.
All of the securities issuable in connection with the Offering are subject to a hold period expiring four months and one day after the date of issuance in accordance with TSX Venture Exchange ("TSXVE") rules and Canadian securities laws.
The Company has been granted an extension by the TSXVE to complete a second and final tranche of the Offering no later than August 28, 2020. There can be no assurances that the Company will be able to complete a second tranche of the Offering. The Offering is subject to the final approval of the TSXVE, and to all regulatory approvals.
The securities being offered pursuant to the Offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an available exemption from the registration requirement of the U.S. Securities Act and applicable U.S. state securities laws. 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, such securities being offered pursuant to the Offering in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Lendified is also pleased to announce Peter Ostapchuk has been appointed to the Board of Directors of the Company. Mr. Ostapchuk has over 29 years of private and public sector financial advisory, governance, restructuring, and financial performance management expertise in leadership roles.
The Board of Directors of the Company is now comprised of Troy Wright, Perry Dellelce, Kevin Clark and Peter Ostapchuk
EARLY WARNING
Hybrid Financial Ltd. (the "Acquiror") has acquired beneficial ownership or control or direction of an aggregate 20,000,000 Shares of the Company (representing 13.34% of the class of outstanding Shares on an undiluted basis) and 20,000,000 Warrants (together with the Shares, representing 26.69% of the class of Shares on a partially diluted basis) from the treasury of the Company. Each Share is entitled to one vote at any duly called meeting of shareholders.
Immediately prior to the completion of the first tranche of the Offering, the Acquiror owned or controlled 300,000 Shares (representing 0.32% of the class prior to the completion of the first tranche of the Offering on an undiluted basis) and 150,000 Warrants exercisable into Shares (together with the Shares, representing 0.47% of the class prior to completion of the first tranche of the Offering on a partially diluted basis). Immediately following completion of the first tranche of the Offering, the Acquiror now owns or controls 20,300,000 Shares (representing 13.54% of the class on an undiluted basis) and 20,150,000 Warrants exercisable into Shares (together with the Shares, representing 26.99% of the class on a partially diluted basis). The Acquiror has executed a standstill agreement pursuant to which it has agreed not to exercise any convertible securities to the extent such exercise would result in it holding more than 20% of the outstanding voting securities of the Company.
The Acquiror acquired the Shares and the Warrants comprising the Units in a private transaction and not through the facilities of any marketplace. The Shares and Warrants comprising the Units were acquired for a price of $0.015 per Unit for an aggregate purchase price of $300,000.
This press release is being issued pursuant to National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which requires a report to be filed on SEDAR (www.sedar.com) containing additional information with respect to the foregoing matters. A copy of this report may be obtained by contacting Steven Marshall, Phone: (647) 338-7937.
ABOUT LENDIFIED HOLDINGS INC.
Lendified, a company located in Ontario, Canada, is a Canadian FinTech company operating both a lending platform which provides working capital loans to small businesses across Canada through a wholly-owned subsidiary, as well as a software as a service technology platform providing AI-enabled credit origination and analytics to financial institutions across Canada through another wholly-owned subsidiary, JUDI.AI. The Company announced its intention to sell JUDI.AI in its press release of July 7, 2020.
Further Information
For further information regarding Lendified, please contact:
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
This news release may contain forward-looking statements which reflect the Company's current expectations regarding future events. The forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "plan, "estimate", "expect", "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions. These forward-looking statements involve risk and uncertainties, whether the effects of the COVID-19 pandemic will be even more severe than it has been to date, any of which could cause results, performance, or achievements to differ materially from the results discussed or implied in the forward-looking statements. Many risks are inherent in the industries in which the Company participates; others are more specific to the Company. The Company's ongoing quarterly filings should be consulted for additional information on risks and uncertainties relating to these forward-looking statements. Investors should not place undue reliance on any forward-looking statements. Management assumes no obligation to update or alter any forward-looking statements whether as a result of new information, further events or otherwise.
