VANCOUVER, Feb. 6, 2020 /CNW/ - RYU Apparel Inc. (TSX-V:
RYU, OTCQB: RYPPF) ("RYU" or the "Company"), creators
of urban athletic apparel, is pleased to announce that, further to
its news release dated January 28,
2020, it intends to conduct a non-brokered private placement
financing of up to 333,333,333 units (the "Units") at a
price of $0.03 per Unit to raise
gross proceeds of a maximum of $10
million (the "Private Placement") that may close in
one or more tranches.
The Company has terminated its prior financing previously
announced on November 20, 2019.
On the closing of the prior financing, the Company issued a total
of 45,322,731 Units for aggregate gross proceeds of approximately
$1,359,681. All securities were
subject to a restricted period of four months and one day.
Each Unit consists of one common share of the Company (a
"Share") and one common share purchase warrant
(a "Warrant"). Each Warrant will entitle the holder to
purchase one additional Share at a price of $0.05 for a period of two years following the
issuance of the Warrants. The Warrants are subject to accelerated
expiry in the event the daily volume weighted average trading price
of the Company's common shares equals or exceeds $0.10 on the TSX Venture Exchange (the
"Exchange") (or such other exchange on which the common
shares may be traded) for ten (10) consecutive trading days, in
which case, the Company may accelerate the expiry date of the
Warrants by giving notice via news release to the holders thereof
and, in such case, the Warrants will expire on the 30th day after
the date on which the news release is disseminated by the
Company.
While there is no minimum offering, if the Company raises at
least $7 million under the Private
Placement, the Company will meet one of the conditions to the
entering into of a definitive consulting agreement with a prominent
retail consultant (the "Consultant") that is arm's length to
RYU. Please refer to the Company's news release of January 28, 2020 for details with respect to the
letter of engagement and proposed consulting agreement to be
entered into between the Company and the Consultant.
Concurrent with the completion of the Private Placement
(regardless of whether the full amount is raised or the consulting
agreement is entered into), the Company will complete a
consolidation of its outstanding common shares on at least a ten
(10) old for one (1) new basis.
If the Company raises $7 million
under the Private Placement, the anticipated use of proceeds will
be as follows:
Use of
Proceeds
|
Fiscal 2020
($)
|
General Corporate
purposes
|
2,700,000.00
|
Store
Development
|
300,000.00
|
Inventory
|
4,000,000.00
|
SUBTOTAL
|
7,000,000
|
If the Company raises a maximum of $10
million under the Private Placement, the anticipated use of
proceeds will be as follows:
Use of
Proceeds
|
Fiscal 2020
($)
|
General Corporate
purposes
|
5,700,000.00
|
Store
Development
|
300,000.00
|
Inventory
|
4,000,000.00
|
SUBTOTAL
|
10,000,000.00
|
All securities issued pursuant to the Private Placement will be
subject to statutory hold periods in accordance with applicable
United States and Canadian
securities laws. The securities offered have not been
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 absent registration or
compliance with an applicable exemption from the registration
requirements of the U.S. Securities Act and applicable state
securities laws.
All references to currency are in Canadian dollars.
On behalf of the Board
RYU APPAREL INC.
"Marcello
Leone"
Marcello Leone,
CEO
Tel: 604-235-2880
Neither the 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 that
involves various risks and uncertainties regarding future events.
Such forward-looking information can include without limitation
statements based on current expectations involving a number of
risks and uncertainties and are not guarantees of future
performance of RYU, such as statements that RYU intends to
undertake subsequent tranches of the Private Placement, close any
amounts under the Private Placement, close the consulting
agreement, and effect the consolidation. There are numerous risks
and uncertainties that could cause actual results and RYU's plans
and objectives to differ materially from those expressed in the
forward-looking information, including: (i) adverse market
conditions; or (ii) the inability of RYU to complete the Private
Placement at all or on the updated terms announced. Actual
results and future events could differ materially from those
anticipated in such information. These and all subsequent written
and oral forward-looking information are based on estimates and
opinions of management on the dates they are made and are expressly
qualified in their entirety by this notice. Except as required by
law, RYU does not intend to update these forward-looking
statements.
View original
content:http://www.prnewswire.com/news-releases/ryu-apparel-announces-private-placement-301000733.html
SOURCE RYU Apparel Inc.