/THIS NEWS RELEASE IS INTENDED FOR
DISTRIBUTION IN CANADA ONLY AND IS
NOT AUTHORIZED FOR DISTRIBUTION TO UNITED
STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES./
VANCOUVER, July 11, 2019 /CNW/ - Universal mCloud
Corp. (TSX-V: MCLD) (OTCQB: MCLDF) ("mCloud" or the
"Company"), a leading provider of asset management solutions
combining IoT, cloud computing, artificial intelligence ("AI") and
analytics, is pleased to announce that it has closed the final
tranche of its private placement offering of convertible unsecured
subordinated debentures (the "Debentures") for gross proceeds of
C$23,492,800 (the "Offering").
Under the Offering, the Company issued a total of 234,928
Debentures at a price of $100 per
Debenture for aggregate gross proceeds of C$23,492,800. Additional details relating to the
Offering are described in the Company's May
30, 2019 press release.
The net proceeds received by the Company will be used, in part,
to: (a) satisfy all outstanding cash obligations of the Company in
connection with (i) the Company's previously announced acquisition
of Flow Capital Corp.'s royalty interest in Agnity Global, and (ii)
the Company's proposed acquisition of CSA, Inc.; (b) fund ongoing
working capital requirements; and (c) fund the proposed expansion
of the Company's business, including its international
operations.
"The positive response to this Offering is validation that
investors see the trajectory and pathway to revenue growth we are
on," said Russ McMeekin, mCloud
President and CEO. "The proceeds raised will allow us to take the
necessary steps to continue expanding our business and introduce
our leading AssetCare™️ platform to new customers and segments
across the globe."
The Company has agreed to compensate finders who introduced
purchasers in the Offering. In connection with the completion of
the Offering, finders received: a) aggregate cash commissions of
$299,355; and b) an aggregate of
598,710 broker warrants, with each broker warrant exercisable for
one common share of the Company at an exercise price of
$0.50 per share for a period of three
years from the date of issuance.
All securities issued by the Company under the Offering are
subject to a statutory four month hold period in accordance with
applicable securities legislation. The Offering is subject to final
approval from the TSX Venture Exchange.
This news release does not constitute an offer to sell, or a
solicitation of an offer to buy, any securities in the United States. The securities issued under
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 state securities laws, and may not be
offered or sold within the United
States or to U.S. Persons unless registered under the U.S.
Securities Act and applicable state securities laws, or an
exemption from such registration is available.
About Universal mCloud Corp.
Universal mCloud is creating a more efficient future with the
use of AI and analytics, curbing energy waste, maximizing energy
production, and getting the most out of critical energy
infrastructure. Through mCloud's AI-powered AssetCare™ platform,
mCloud offers complete asset management solutions to three distinct
segments: smart buildings, wind energy, and oil and gas. IoT
sensors bring data from connected assets into the cloud, where AI
and analytics are applied to maximize their performance.
Headquartered in Vancouver,
Canada, the mCloud family includes an ecosystem of operating
subsidiaries that delivers high-performance IoT, AI, 3D, and mobile
capabilities to customers, all integrated into AssetCare. With over
100 blue chip customers and more than 28,000 assets connected in
thousands of locations worldwide, mCloud is changing the way energy
assets are managed. For more information, visit
www.mcloudcorp.com.
Forward-Looking Information and Statements
This press release contains certain "forward-looking
information" within the meaning of applicable Canadian securities
legislation and may also contain statements that may constitute
"forward-looking statements" within the meaning of the safe harbor
provisions of the U.S. Private Securities Litigation Reform Act of
1995. Such forward-looking information and forward-looking
statements are not representative of historical facts or
information or current condition, but instead represent only the
Company's beliefs regarding future events, plans or objectives,
many of which, by their nature, are inherently uncertain and
outside of the Company's control. Generally, such forward-looking
information or forward-looking statements can be identified by the
use of forward-looking terminology such as "plans", "expects" or
"does not expect", "is expected", "budget", "scheduled",
"estimates", "forecasts", "intends", "anticipates" or "does not
anticipate", or "believes", or variations of such words and phrases
or may contain statements that certain actions, events or results
"may", "could", "would", "might" or "will be taken", "will
continue", "will occur" or "will be achieved". The forward-looking
information contained herein may include, but is not limited to,
information concerning the Offering (including the completion of
the Offering) and the use of the proceeds raised under the
Offering.
By identifying such information and statements in this manner,
the Company is alerting the reader that such information and
statements are subject to known and unknown risks, uncertainties
and other factors that may cause the actual results, level of
activity, performance or achievements of the Company to be
materially different from those expressed or implied by such
information and statements.
An investment in securities of the Company is speculative and
subject to several risks as discussed under the heading "Risk
Factors" on pages 29 to 46 of the Company's filing statement dated
October 5, 2017. Although the Company
has attempted to identify important factors that could cause actual
results to differ materially from those contained in the
forward-looking information and forward-looking statements, there
may be other factors that cause results not to be as anticipated,
estimated or intended.
In connection with the forward-looking information and
forward-looking statements contained in this press release, the
Company has made certain assumptions. Although the Company believes
that the assumptions and factors used in preparing, and the
expectations contained in, the forward-looking information and
statements are reasonable, undue reliance should not be placed on
such information and statements, and no assurance or guarantee can
be given that such forward-looking information and statements will
prove to be accurate, as actual results and future events could
differ materially from those anticipated in such information and
statements. The forward-looking information and forward-looking
statements contained in this press release are made as of the date
of this press release, and the Company does not undertake to update
any forward-looking information and/or forward-looking statements
that are contained or referenced herein, except in accordance with
applicable securities laws. All subsequent written and oral
forward- looking information and statements attributable to the
Company or persons acting on its behalf is expressly qualified in
its entirety by this notice.
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.
SOURCE Universal mCloud Corp.