Vancouver, British Columbia (July 2, 2020) – Datable Technology Corporation (TSXV:DAC) (the “Company”) announces that further to previous disclosure, including its news release dated June 10, 2020, it plans to close a non-brokered private placement of 20,134,000 units of the Company (the “Units”) at $0.05 per Unit for gross proceeds of $1,006,670 (the “Offering”) on or about July 10, 2020.
Each Unit consists of one common share in the capital of the Company (a “Share”) and one Share purchase warrant (each Share purchase warrant, a “Warrant”). Each Warrant entitles the holder to purchase one additional Share (a “Warrant Share”) at a price of $0.08 per Warrant Share for a period of two years from the closing of the Offering.
All securities issued in connection with the Offering are subject to a statutory hold period expiring on February 2, 2020 in accordance with applicable securities legislation. The net proceeds of the Offering will be used for sales and marketing, product development and for working capital.
The Company will pay eligible finders a cash commission (the “Finder’s Fees”) in the aggregate amount of $21,000 on the Offering within the amount permitted by the policies of the TSX Venture Exchange (the “Exchange”). $9,000 of these Finder’s Fees will be paid through the issuance of 250,000 Units.
In addition, an aggregate of 180,000 non-transferable finder’s warrants (the “Finder’s Warrants”), were issued to eligible finders. Each Finder’s Warrant entitles the holder to purchase one additional Unit at a price of $0.05 per Share for a period of two years from the closing of the Offering.
Four insiders of the Company, Kim Oishi, Executive Chairman, Rob Craig, CEO, Rick Huang, Director, and Adam Kniec, Director, will participate in the Offering and purchase an aggregate of 15,673,400 Units. The issuance to the insiders is exempt from the formal valuation and minority shareholder approval requirements of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions as the fair market value of the Units issued to or the consideration paid by such insider did not exceed 25% of the Company’s market capitalization.
Kim Oishi (the “Shareholder”) announces the filing of an early warning report in connection with the acquisition of 8,660,000 Units under the Offering. These 8,660,000 Units are held indirectly by the Shareholder, who has control and direction over these 8,660,000 Units.
Prior to the Offering, the Shareholder owned and controlled both directly and indirectly a total of 1,729.191 Shares, representing 2.23% of the issued and outstanding share capital of the Company as of September 30, 2019, and assuming the exercise of 330,000 stock options directly held by the Shareholder and a total of 5,021,925 warrants held indirectly by the Shareholder, would hold a total of 7,081,116 Shares, representing 9.12% of the issued and outstanding share capital of the Company as of September 30, 2019.
Following the closing of the Offering, the Shareholder will hold both directly and indirectly, a total of 10,389,191 Shares, representing 10.63% of the issued and outstanding share capital of the Company, and assuming the exercise of the options and warrants, will hold a total of 24,401,116 Shares, representing 24.96% of the issued and outstanding common shares of the Company.
An early warning report respecting the acquisition of the Units will be filed following the closing of the Offering under the Company’s SEDAR profile at www.sedar.com.
Also, Datable has engaged Relations Publiques Paradox Inc. to provide investor relations services to Datable. Paradox is a Montreal-based investor relations consultancy firm that has been in business for over 18 years. Paradox has represented a number of public companies through its extensive network and experience in the capital markets.
Paradox will increase visibility in the financial community and assist in identifying potential investors through the use of Paradox’s contacts and proprietary database. It will organize presentations with interested parties and potential investors. Paradox’s extensive experience provides a full-service approach to investor relations and a creative, results-driven investor relations programs for Datable.
Carl Desjardins, principal with Paradox, states: “We are extremely pleased to be working with the Datable team. The Company recently signed the largest agreement in Datable’s history, a $1,000,000 contract with a leading consumer good company. As of June 8, 2020, had over $3.3-million of baseline contracted revenues and is guiding revenue growth of over 100% in 2020, compared to 2019. We are keen to increase the investor awareness as the Company trades at roughly only one times forecasted 2020 revenues, with a SaaS business showing strong growth in the COVID-19 environment.”
The agreement has a term of 36 months from July 1, 2020 and may be terminated at any time after the initial six months without charge by either party by giving 30 days notice in writing. Paradox will be paid a monthly fee of $10,000 and will be granted an option to acquire 800,000 common shares of Datable at a price of 0.05 cents per share for a period of three years, in accordance with the current stock option plan and Policy 3.4 of the TSX Venture Exchange. The investor relations agreement as well as the professional engagement fees and granting of stock options is subject to TSX-V approval.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described in this news release in the United States. Such securities 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 state securities laws, and, accordingly, may not be offered or sold within the United States, or to or for the account or benefit of persons in the United States or “U.S. Persons”, as such term is defined in Regulation S promulgated under the U.S. Securities Act, unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from such registration requirements.
For further information, please contact:
Datable Technology Corporation
Chief Executive Officer
About Datable Technology Corporation
DTC has developed a proprietary, mobile-based consumer marketing platform – PLATFORM³ – that is sold to global Consumer Packaged Goods (CPG) companies and consumer brands. PLATFORM³ is delivered as a subscription service (Software as a Service model) and used by CPG companies to engage consumers, reward purchases and collect valuable consumer data. PLATFORM³ incorporates Artificial Intelligence and Machine Learning to monetize the consumer data, including demographics and purchasing behaviour, by sending consumers targeted offers by email and text messages. For more information, visit datablecorp.com.
For additional information about the company please visit www.sedar.com. The TSX Venture Exchange Inc. has in no way passed upon the merits of the transaction and has neither approved nor disapproved the contents of this press release. Neither 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. This news release contains forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectation. Important factors – including the availability of funds and the results of financing efforts, – that could cause actual results to differ materially from the Company’s expectations are disclosed in the Company’s documents filed from time to time on SEDAR (see www.sedar.com). Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.