Siyata Mobile Announces Brokered Private Placement of up to CDN$3 Million in Unsecured Convertible Debentures
December 13 2017 - 7:45AM
Siyata Mobile Inc. (the "
Company" or
"
Siyata") (TSX-V:SIM) (OTCQX:SYATF) is pleased to
announce it has entered into an agreement with PI Financial Corp.
(the “
Lead Agent”) to act as lead agent in
connection with a brokered private placement financing raising up
to CDN$3,000,000.00 (and, if exercised, up to an additional
CDN$450,000.00 pursuant to the Agent’s Option (as defined below))
through the issuance of unsecured convertible debentures (the
“
Convertible Debentures”) at a price of
CDN$1,000.00 (the “
Issue Price”) per Convertible
Debenture (the “
Offering”).
The Company will grant an option to require the
Company to sell, at the sole discretion of the Lead Agent, up to an
additional 450 Convertible Debentures at the Issue Price (the
“Agent’s Option”) and otherwise on the same terms
and conditions, exercisable in whole or in part upon providing
written notice to the Company not less than forty-eight (48) hours
prior to the closing date for the Offering (the “Closing
Date”).
Each Convertible Debenture will be convertible
into 1,667 common shares in the capital of the Company
(“Common Shares” and each is a “Common
Share”) representing approximately CDN$0.60 (the
“Conversion Price”) per Common Share, subject to
adjustment in certain events.
Each Convertible Debenture will bear interest at
a rate of 10.5% per annum from the date of issue, payable in cash
quarterly in arrears. Any unpaid interest payments will accrue and
be added to the principal amount of the Convertible Debenture.
The Convertible Debentures will mature thirty
(30) months (the “Maturity Date”) after the date
of issuance and are convertible into Common Shares at the
Conversion Price at the option of the holder at any time prior to
the close of business on the earlier of: (i) the last business day
immediately preceding the Maturity Date, and (ii) the date fixed
for redemption in the event of a change of control.
On the Closing Date, each purchaser will receive
one (1) non-transferrable share purchase warrant (each, a
“Warrant”) for each CDN$1.00 principal amount of
Convertible Debentures purchased by such purchaser. Each Warrant
will entitle the holder to acquire one further Common Share (each,
a “Warrant Share”) at an exercise price of
CDN$0.70 per Warrant Share. The Warrants will expire on the
two year anniversary of the Closing Date.
The Lead Agent has the right to assemble a
syndicate in accordance with standard industry practice (including
the Lead Agent, the “Syndicate”) and in
consideration of the services to be provided by the Syndicate, the
Company shall pay a commission of 7% of the gross proceeds of the
Offering, payable in Common Shares.
The Offering remains subject to the approval of
the TSX Venture Exchange, as well as customary legal and business
due diligence by the Syndicate. The securities issued pursuant to
the Offering will be subject to a statutory hold period of four (4)
months and one (1) day and the net proceeds from the Offering will
be used for general working capital. Net proceeds of
the Offering will be used to fund general working capital and repay
and close the operating credit margin facility of Signifi Mobile
Inc. (a wholly owned subsidiary of the Company) with the National
Bank of Canada and discharge the security associated therewith.
Marc Seelenfreund, CEO and Chairman of Siyata
Mobile, commented, “We are pleased to have this financing in place
as it will allow us to achieve our double-digit growth targets and
North American device launches next year. We have a very exciting
2018 ahead of us and this is a strong vote of confidence in our
activities from the financial markets.”
About Siyata Siyata Mobile Inc.
is a leading global developer and provider of cellular
communications systems for enterprise customers, specializing in
connected vehicle products for professional fleets, marketed under
the Uniden® Cellular brand. Since developing the world’s first 3G
connected vehicle device, Siyata has been a pioneer in the
industry, launching the world’s first 4G LTE all-in-one fleet
communications device in 2017. Incorporating voice, push-to-talk
over cellular, data, and fleet management solutions into a single
device, the company aims to become the connected vehicle
communications device of choice for commercial vehicles and fleets
around the world.Siyata also offers rugged phones for industrial
users and signal boosters for homes, buildings, and fleets with
poor cell coverage. Siyata’s customers include cellular operators,
commercial vehicle technology distributors, and fleets of all sizes
in Canada, the U.S., Europe, Australia, and the Middle East.
Visit www.siyatamobile.com and
http://www.unidencellular.com/ to learn more.
On Behalf of the Board of Directors of:
SIYATA MOBILE INC.
Marc Seelenfreund CEO and Chairman
Investor Relations: Arlen Hansen
Kin Communications 1-866-684-6730 SIM@kincommunications.com
PCG Advisory Group: Kirin Smith,
Chief Operating Officer 646.863.6519 ksmith@pcgadvisory.com
Sales Department: Glenn Kennedy,
VP Sales Siyata Mobile Inc. 416-892-1823
glenn_kennedy@siyatamobile.com
Neither TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
This news release may include forward-looking
statements that are subject to risks and uncertainties. All
statements within, other than statements of historical fact, are to
be considered forward looking. Although the Company believes the
expectations expressed in such forward-looking statements are based
on reasonable assumptions, such statements are not guarantees of
future performance and actual results or developments may differ
materially from those in forward-looking statements. Factors that
could cause actual results to differ materially from those in
forward-looking statements include market prices, continued
availability of capital and financing, and general economic, market
or business conditions. There can be no assurances that such
statements will prove accurate and, therefore, readers are advised
to rely on their own evaluation of such uncertainties. We do not
assume any obligation to update any forward-looking statements
except as required under the applicable laws.
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