/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
CALGARY, AB, March 24, 2021 /CNW/ - mCloud
Technologies Corp. (TSXV: MCLD) (OTCQB: MCLDF)
("mCloud" or the "Company"), a leading provider of
asset management solutions combining IoT, cloud computing, and
artificial intelligence ("AI"), announces that pursuant to
the five tranches of convertible debentures announced on
December 7, 2020, January 4, 2021, January
22, 2021, February 3, 2021,
and March 2, 2021 (the
"Convertible Debentures"), the Company has elected to issue
common shares of the Company (the "Shares") in satisfaction
of the aggregate accrued interest owing on such Convertible
Debentures in respect of the first interest payment date on
March 31, 2021. Under the terms of
the Convertible Debentures, interest has accrued from the date of
announcement of each tranche at a rate of 8% per annum resulting in
a total amount owing of US$137,391.56
as at March 31, 2021. The Company
will satisfy the aggregate accrued interest owing by issuing 66,381
Shares having a deemed price of approximately US$2.07 per Share. The price per Share was
calculated in accordance with the debenture indenture dated
January 15, 2021 and supplement to
the debenture indenture dated March 23,
2021 and is equal to the closing price of the Shares on
March 24, 2021 on the TSX
Venture Exchange (the "TSXV"), converted into United States dollars using the Bank of
Canada exchange rate on
March 24, 2021.
The Shares will be subject to a four month hold period in
accordance with applicable Canadian securities laws and are subject
to the approval of the TSXV.
The Company additionally wishes to correct previous disclosure
in respect of the Convertible Debentures. Pursuant to the press
release dated January 22, 2021
announcing the third tranche closing of the Convertible Debentures,
the Company wishes to correct the aggregate amount of the third
tranche from US$1.515 million to
US$1.525 million. Pursuant to the
press release dated March 2, 2021
announcing the fifth tranche closing of the Convertible Debentures,
the Company wishes to correct the conversion price of the
Convertible Debentures issued under the fifth tranche, the correct
conversion price being US$2.20.
The securities referenced herein have not been, and will not be,
registered under the United States Securities Act of 1933, as
amended (the "1933 Act"), or any U.S. state securities laws,
and may not be offered or sold in the
United States without registration under the 1933 Act and
all applicable state securities laws or compliance with the
requirements of an applicable exemption therefrom. This news
release shall not constitute an offer to sell or the solicitation
of an offer to buy any such securities in the United States, nor shall there be any sale
of any such securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
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 includes information related to the
interest payment on the Convertible Debentures.
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 mCloud Technologies Corp.