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(TSX:SEV) Spectra7 Microsystems Inc. (“Spectra7” or the
“Company”) is pleased to announce that it has closed its
previously announced best efforts prospectus offering of 65,255,480
units (“Units”) at a price of $0.05 per Unit (the “Issue
Price”) for aggregate gross proceeds of $3,262,774 (the
“Public Offering”). The syndicate of agents (the
“Agents”) for the Public Offering was led by Haywood
Securities Inc. (the “Lead Agent”) and included Canaccord
Genuity Corp. and Eight Capital.
The Company is also pleased to announce that it has closed its
previously announced private placement of 93,176,081 Units at the
Issue Price for additional gross proceeds of $4,658,804 (the
“Private Placement” and, together with the Public Offering,
the “Offerings”), bringing the aggregate gross proceeds to
the Company from the Offerings to $7,921,578. The full terms of the
Units are set forth in the Company’s press release dated August 9,
2019.
The net proceeds from the Offerings will be used for research
and development, interest payment on its outstanding convertible
debentures and for working capital and general corporate
purposes.
In consideration for the services provided by the Agents in
connection with the Public Offering, the Company paid the Agents a
commission equal to 6% of the gross proceeds raised under the
Public Offering, paid in part by the issuance to the Agents of
2,020,600 Common Shares at the Issue Price and issued to the Agents
an aggregate of 4,567,883 non-transferable compensation options
(the “Compensation Options”). Each Compensation Option is
exercisable into one common share in the capital of the Company (a
“Common Share”) at a price per Common Share that is equal to
the Issue Price for a period of sixty months from the date of
closing of the Public Offering. In connection with the provision of
certain financial advisory services, the Company has also paid the
Lead Agent a cash advisory fee and issued to the Lead Agent an
aggregate of 400,000 Common Shares at the Issue Price and 5,900,000
non-transferable advisory options (the “Advisory Options”).
The Advisory Options have the same terms as the Compensation
Options.
In consideration for the services provided by certain finders in
connection with the Private Placement, the Company issued an
aggregate of 2,097,648 Compensation Options, and a cash commission
payable by the issuance of 1,797,984 Common Shares at a deemed
value equal to the Issue Price.
On August 19, 2019, the TSX approved the Company’s previously
announced application for exemption from the shareholder approval
requirements in connection with the Private Placement and, as a
result, the Company is subject to a remedial delisting review by
the TSX. It is routine for the TSX to require any issuer utilizing
the financial hardship exemption to be the subject of such review.
The Company expects that it will meet the TSX’s continued listing
requirements and thus maintain its listing on the TSX.
This press release shall not constitute an offer to sell or
the solicitation of an offer to buy the securities in the United
States nor shall there be any sale of the securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful. The securities have not been and will not be registered
under the United States Securities Act of 1933, as amended (the
“1933 Act”), or any state securities laws and may not be offered or
sold in the United States unless registered under the 1933 Act and
any applicable securities laws of any state of the United States or
an applicable exemption from the registration requirements is
available.
ABOUT SPECTRA7 MICROSYSTEMS INC.
Spectra7 Microsystems Inc. is a high performance analog
semiconductor company delivering unprecedented bandwidth, speed and
resolution to enable disruptive industrial design for leading
electronics manufacturers in virtual reality, augmented reality,
mixed reality, data centers and other connectivity markets.
Spectra7 is based in San Jose, California with design centers in
Cork, Ireland, and Little Rock, Arkansas. For more information,
please visit www.spectra7.com.
CAUTIONARY NOTES
Certain statements contained in this press release constitute
“forward-looking statements”. All statements other than statements
of historical fact contained in this press release, including,
without limitation, those regarding the Company meeting the
continued listing requirements of the TSX, the Company’s future
financial position and results of operations, strategy, proposed
acquisitions, plans, objectives, goals and targets, and any
statements preceded by, followed by or that include the words
“believe”, “expect”, “aim”, “intend”, “plan”, “continue”, “will”,
“may”, “would”, “anticipate”, “estimate”, “forecast”, “predict”,
“project”, “seek”, “should” or similar expressions or the negative
thereof, are forward-looking statements. These statements are not
historical facts but instead represent only the Company’s
expectations, estimates and projections regarding future events.
These statements are not guarantees of future performance and
involve assumptions, risks and uncertainties that are difficult to
predict. Therefore, actual results may differ materially from what
is expressed, implied or forecasted in such forward-looking
statements. Additional factors that could cause actual results,
performance or achievements to differ materially include, but are
not limited to the risk factors discussed in the Company’s annual
MD&A for the year ended December 31, 2018. Management provides
forward-looking statements because it believes they provide useful
information to investors when considering their investment
objectives and cautions investors not to place undue reliance on
forward-looking information. Consequently, all of the
forward-looking statements made in this press release are qualified
by these cautionary statements and other cautionary statements or
factors contained herein, and there can be no assurance that the
actual results or developments will be realized or, even if
substantially realized, that they will have the expected
consequences to, or effects on, the Company. These forward-looking
statements are made as of the date of this press release and the
Company assumes no obligation to update or revise them to reflect
subsequent information, events or circumstances or otherwise,
except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20190821005431/en/
Spectra7 Microsystems Inc. Sean Peasgood Investor Relations
647-503-1034 ir@spectra7.com
Spectra7 Microsystems Inc. Darren Ma Chief Financial Officer
669-284-3170 pr@spectra7.com 37012735.2