VANCOUVER, BC, March 26, 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"), today announced it intends
to close the sixth and final tranche of its private placement
offering of convertible unsecured subordinated debentures (the
"Debentures") at a price of US$100 per Debenture, which was initially
announced on December 7, 2020 (the
"Offering"). The aggregate gross proceeds under the sixth
and final tranche of the Offering are expected to be approximately
US$1.718 million. Assuming completion
of the final tranche of the Offering, the Company will have raised
an aggregate of US$8.761 million
pursuant to all tranches of the Offering.
In connection with the final tranche of the Offering, the
Company will compensate American Trust Investor Services, Inc.
("American Trust") for its services introducing certain
purchasers to the Company under this tranche, being i) cash
compensation of $146,030; and ii)
103,080 broker warrants, with each broker warrant being exercisable
for one common share of the Company (a "Common Share") at a
price of US$2.30 per Common
Share.
"We appreciate the supportive US investors through American
Trust that participated in our debenture offering," said
Russ McMeekin, mCloud Co-Founder,
President and CEO.
About the Debentures
The Debentures issued in the final tranche of the Offering will
have a term of 36 months and will bear interest at a rate of 8% per
annum, calculated and paid quarterly on the last day of March,
June, September and December of each year. Interest will be paid in
Common Shares or cash at the election of the Company. The first
interest payment will be due and payable on June 30, 2021.
The principal amount of the Debentures will be convertible into
Common Shares (each, a "Debenture Share") at the option of
the holder at any time prior to the close of business on the
business day immediately preceding the maturity date of the
Debentures (the "Maturity Date"). The conversion price per
Debenture Share issuable under this tranche of the Offering is
US$2.30 per Debenture Share.
The principal amount of Debentures outstanding will be repayable
in Common Shares or cash at the election of the Company on the
Maturity Date.
The net proceeds from the Offering will be used for working
capital purposes. All securities issued under this tranche of the
Offering will be subject to a statutory four month hold period.
Completion of this tranche of the Offering is subject to the
approval of 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 mCloud Technologies Corp.
mCloud is unlocking
the untapped potential of energy intensive assets with 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 for commercial buildings, renewable
energy, healthcare, heavy industry, and connected workers. IoT
sensors bring data from connected assets into the cloud, where AI
and analytics are applied to maximize their performance.
Headquartered in Canada with
offices worldwide, the mCloud family includes an ecosystem of
operating subsidiaries that deliver high-performance IoT, AI, 3D,
and mobile capabilities to customers, all integrated into
AssetCare. With over 100 blue-chip customers and more than 59,000
assets connected in thousands of locations worldwide, mCloud is
changing the way energy assets are managed.
mCloud's common shares trade on the TSX Venture Exchange under
the symbol MCLD and on the OTCQB under the symbol MCLDF. mCloud's
convertible debentures trade on the TSX Venture Exchange under the
symbol MCLD.DB. 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 information related to the
proposed completion of the final tranche of the Offering, receipt
of applicable approvals and the use of proceeds of 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 mCloud Technologies Corp.