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VANCOUVER, British Columbia, Dec. 17, 2021 (GLOBE NEWSWIRE) — Immutable Holdings Inc. (NEO:HOLD) (“Immutable Holdings” or the “Company”), a publicly-traded blockchain holding company, is pleased to announce that the Company has closed on the first of two tranches (the “First Tranche”) of its previously announced private placement (the “Offering”) of units (“Units”), pursuant to which the Company has issued an aggregate of 3,846,154 Units at a price of $2.60 per Unit for gross proceeds of approximately $10 million. The Company expects to complete the second tranche on or about December 22, 2021, which is expected to result in additional gross proceeds of approximately $4 million on the same terms.
“The team here at Immutable is thrilled. Last month, we announced a raise of $10 million. Today, we close it. When investor interest exceeded demand, we announced an upsize, and we expect to close that too. Despite a bold vision for such a young company, investors put their faith in us. And even amidst recent volatility, they stood fast in backing us. The hard work of putting that capital to work begins right now,” said Jordan Fried, the Company’s CEO and Chairman.
The brokered portion of the First Tranche was made through a syndicate of agents comprised of Stifel GMP, as lead agent, and Canaccord Genuity Corp., Eight Capital, Gravitas Securities Inc., Paradigm Capital Inc. and Beacon Securities Limited (collectively, the “Agents”).
Each Unit consists of one class A subordinate voting share (each, a “Common Share”) and one-half of one Common Share purchase warrant of the Company (each whole Common Share purchase warrant, a “Warrant”). Each Warrant entitles the holder thereof to acquire one Common Share in the capital of the Company (each, a “Warrant Share”) at a price of $4.00 per Warrant Share, until the date which is 36 months following the closing of the Offering (the “Expiry Date”), subject to adjustment in certain events. In the event the volume weighted average trading price of the Common Shares on the NEO Exchange (the “Exchange”) is equal to or greater than $8.00 for a period of 20 consecutive trading days at any time following the date which is four months and a day after the closing date of the First Tranche, the Company may, at its sole option, accelerate the expiry date of the Warrants by giving notice to the holders thereof and in such case the Warrants will expire at 4:00 p.m. (Toronto time) on the date which is the earlier of: (i) the 60th day after the date on which such notice is given by the Company; and (ii) the Expiry Date.
Notwithstanding any of the foregoing, a portion of the Units issued under the First Tranche were issued and sold by the Company on a non-brokered basis and in regards to the non-brokered portion of the First Tranche, the shares comprising part of the Units, as well as the shares underlying the Warrants, were class B multiple voting shares in the capital of the Company rather than class A subordinate voting shares.
As previously announced, the Company has granted the Agents an option (the “Agents’ Option”) to increase the size of the Offering by up to 1,153,846 Units, which if exercised in full, would provide the Company with additional proceeds of approximately $3 million. The Agents’ Option is exercisable in whole or in part, at any time and from time to time up to 48 hours prior to the closing of the second tranche of the Offering (the “Second Tranche”).
In consideration for their services relating to the First Tranche, the Agents received compensation in the form of 7% in cash commission and 7% in broker warrants (each, a “Broker Warrant”), subject to sales of Units pursuant to the president’s list purchasers whereby the Agents’ compensation (in the form of cash commission and broker warrants) was reduced to 2% in respect of such sales to president’s list purchasers. Each Broker Warrant is exercisable until the Expiry Date to acquire a Unit of the Company (having the same terms as set out above) at a price of $2.60 per Unit.
The net proceeds of the Offering will be used for working capital and general corporate purposes.
Pursuant to applicable Canadian securities laws, all securities issued pursuant to the First Tranche are subject to a hold period of four months and one day, expiring on April 18, 2022. The Offering remains subject to certain conditions including, but not limited to, the final acceptance of the Exchange.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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 or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Immutable Holdings Inc.
Immutable Holdings (NEO:HOLD), the Blockchain Holding Company, is on a mission to democratize access to Web3 and blockchain-based products and services. Founded by Jordan Fried, a founding team member of the $11B Hedera Hashgraph network, Immutable Holdings already boasts over $100M under management and a portfolio of businesses and brands built on the blockchain ecosystem: 1800Bitcoin.com, Central Bank Digital Currency (CBDC.com), HBAR Labs, Immutable Advisory, Immutable Asset Management and NFT.com. To learn more, visit https://immutableholdings.com/.
Media Contact:
Alise Murawski
This news release contains certain statements which constitute forward-looking statements or information under applicable Canadian securities laws, including statements relating to the terms, the expected use of proceeds from the Offering and the completion and timing of any additional tranches of the Offering. Such forward-looking statements are subject to numerous known and unknown risks, uncertainties and other factors, some of which are beyond the Company’s control, which could cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. These risks and uncertainties include changes to applicable laws or the regulatory sphere in which the Company operates, general economic and capital markets conditions, stock market volatility and the ability of the Company to obtain necessary consents and approvals for the Offering, including the approval of the Exchange. Although the Company believes that the forward-looking statements in this news release are reasonable, they are based on factors and assumptions, based on currently available information, concerning future events, which may prove to be inaccurate. As such, readers are cautioned not to place undue reliance on the forward-looking statements, as no assurance can be provided as to future plans, operations, results, levels of activity or achievements. The forward-looking statements contained in this news release are made as of the date of this news release and, except as required by applicable law, the Company does not undertake any obligation to publicly update or to revise any of the forward-looking statements, whether as a result of new information, future events or otherwise.
