Tickers: XCNQ:SPO
Tags: #Media, #Marketing
Waterloo, Ontario / TheNewswire / June 19, 2019 -- SponsorsOne Inc. (CSE: SPO) (Frankfurt: 5SO) (the "Corporation", or "SponsorsOne"). The Corporation has amended the expiry date (the "First Extension") of 6,790,784 outstanding share purchase warrants (the "2016 Warrant(s)") that were issued pursuant to a private placement and debt settlement completed in July, 2016. Each 2016 Warrant currently entitles the holder to purchase one common share (a "Common Share") in the capital of the Corporation at a price of $0.30 per Common Share at any time prior to 5:00 p.m. (Toronto Time) on July 4, 2019 (the "2016 Warrant Expiry Date"). Subject to Canadian Securities Exchange approval, the 2016 Warrant Expiry Date will be extended to July 4, 2020. All other terms of the 2016 Warrants will remain the same.
The Corporation also amended the expiry date (the "Second Extension") of 6,997,091 outstanding Common Share purchase warrants (the "2018 Warrant(s)") that were issued pursuant to a prospectus offering completed in July, 2018. Each 2018 Warrant currently entitles the holder to purchase one Common Share at a price of $0.30 per Common Share at any time prior to 5:00 p.m. (Toronto Time) on July 24, 2019 (the "2018 Warrant Expiry Date"). Subject to Canadian Securities Exchange approval, the 2018 Warrant Expiry Date will be extended to July 24, 2020. All other terms of the 2018 Warrants will remain the same.
The First Extension constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions as related parties to the Corporation own an aggregate of 4,701,852 of the 2016 Warrants. For more information, see the Material Change Report to be filed on SEDAR in conjunction with the First Extension.
In addition, SPO is pleased to announce a private placement of up to US$500,000 of unsecured convertible debentures. The Debentures will mature up to 3 years from the Closing Date (the "Maturity Date") bearing interest, at the option of the subscriber (to be selected at the time of entering into their subscription), at a rate of either: (i) 15% per annum payable semi-annually in arrears on May 31 and November 30 of each year commencing on May 31, 2019; or (ii) 10% per annum payable, in advance, in common shares of the Company issued based on a price per common share equal to the weighted average closing price of the common shares for the 150 trading days ending on Closing Date, payable within three days of the Closing Date. The holders of the Debentures will be entitled to convert all or part the principal amount of the Debentures into units ("Units") of the Corporation at a price of USD$0.10 per Unit at any time prior to the close of business on the tenth business day immediately preceding the Maturity Date. The Units will be comprised of one common share and a one-half warrant. Each whole warrant will be exercisable into one (1) common share at an exercise price of USD$0.20 per common share. SPO has received total proceeds of US$50,000 for its first closing of this private placement.
This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any of the securities in the United States. The 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 may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About SponsorsOne
SponsorsOne is the leader in the next evolution of digital marketing through micro-influence, storytelling and digital-commerce with the SponsorCoin platform and its highly scalable - smart contract based digital-currency. Combined, this allows brands to build and manage exclusive and highly engaged communities of influencers (from pro to micro-influencers) within the social realm. The SponsorCoin platform provides for data-driven marketing campaigns that will change the way brands connect with their customers. SponsorCoin is a tool for brands to inspire real movements around their products and services in which their most valuable customers become their best salespeople, producing far higher ROI than current social media advertising methods.
ON BEHALF OF THE BOARD
Gary Bartholomew, Executive Chairman
To learn more, please visit www.sponsorsone.com
The Canadian Securities Exchange ("CSE") has neither approved nor disapproved the contents of this Press Release.
Forward-Looking Statements
This news release contains forward-looking statements and information that are based on the beliefs of management and reflect the Company's current expectations. When used in this news release, the words "estimate", "project", "belief", "anticipate", "intend", "expect", "plan", "predict", "may" or "should" and the negative of these words or such variations thereon or comparable terminology, are intended to identify forward-looking statements and information. Such statements and information reflect the current view of the Company with respect to risks and uncertainties that may cause actual results to differ materially from those contemplated in those forward-looking statements and information.
By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following risks:
- risks associated with marketing and sale of securities
- the need for additional financing requirements and access to capital, reliance on key personnel
- the potential for conflicts of interest among certain officers or directors with certain other projects
- the volatility of the volume and price of the Common Shares, the failure of the business strategy, the integrity of the Company's patents and proprietary intellectual property and competition.
The Company cautions that the foregoing list of risk factors is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors. When relying on the Company's forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors, and other uncertainties and potential events, including the risk factors, set out in the Company's Listing Statement. The Company has assumed a certain progression, which may not be realized. It has also assumed that the material factors referred to above will not cause such forward-looking statements and information to differ materially from actual results or events.
THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS NEWS RELEASE REPRESENTS THE EXPECTATIONS OF THE COMPANY AS OF THE DATE OF THIS NEWS RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE. WHILE THE COMPANY MAY ELECT TO, IT DOES NOT UNDERTAKE TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLE SECURITIES LEGISLATION.
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