ARCPOINT ANNOUNCES C$800,000 NON-BROKERED PRIVATE PLACEMENT
31 Gennaio 2025 - 2:27PM
ARCpoint Inc. (TSXV: ARC) (the “
Company” or
“
ARCpoint”) is pleased to announce that it intends
to complete a non-brokered private placement to raise gross
proceeds of up to C$800,000 (the “
Offering”)
through the sale of up to 10,000,000 units (the “Units”) at C$0.08
per Unit. Each Unit will be comprised of one Class A Subordinate
Voting Share of the Company (each, a “
Share”) and
one warrant (“Warrant”) to purchase an additional Share at C$0.12
for 24 months from closing. The Warrants will be subject to an
acceleration clause to the effect that if at any time after the
closing date the daily volume weighted average trading price of the
Company’s Shares on the TSXV is at least C$0.25 per Share for a
period of 10 consecutive trading days (the “Triggering Event”) the
Company may, within 5 days of the Triggering Event, accelerate the
expiry date of the Warrants by giving notice thereof to the holders
of the Warrants, by way of news release, and in such case the
Warrants will expire on the first day that is 30 calendar days
after the date on which such notice is given by the Company
announcing the Triggering Event.
The net proceeds from the Offering will be used
for operational expenses and other general corporate purposes
including increasing investor awareness, investor relations and
marketing expenses.
The Offering is subject to all necessary
regulatory approvals including acceptance from the TSX Venture
Exchange. All securities issued in connection with the Offering
will be subject to a four-month hold period from the closing date
under applicable Canadian securities laws, in addition to such
other restrictions as may apply under applicable securities laws of
jurisdictions outside Canada. Subject to compliance with applicable
securities laws and the approval of the TSX Venture Exchange,
finders’ fees may be payable to eligible arm’s length persons with
respect to certain subscriptions accepted by the Company.
The securities being offered have not been and
will not be registered under the U.S. Securities Act and may not be
offered or sold in the United States, or to, or for the account or
benefit of, U.S. persons or persons in the United States, absent
registration or an applicable exemption from the registration
requirements. This press release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any
sale of the securities in any State in which such offer,
solicitation or sale would be unlawful.About ARCpoint
Inc.ARCpoint is an innovative US-based health care company
that leverages technology along with brick-and-mortar locations to
give businesses and individual consumers access to convenient,
cost-effective healthcare information and solutions with
transparent, up-front pricing, so that they can be proactive and
preventative with their health and well-being.
For more information, please contact:
ARCpoint Inc.Jason Tong, Chief Financial
OfficerPhone: (604) 889-7827E-mail: invest@arcpointlabs.com
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the Exchange) accepts responsibility for the adequacy
or accuracy of this Press release.
Forward-Looking Information
This release includes certain statements and
information that may constitute forward-looking information within
the meaning of applicable Canadian securities laws. Forward-looking
statements relate to future events or future performance and
reflect the expectations or beliefs of management of the Company
regarding future events. Generally, forward-looking statements and
information can be identified by the use of forward-looking
terminology such as "intends" or "anticipates", or variations of
such words and phrases or statements that certain actions, events
or results "may", "could", "should", "would" or "occur". This
information and these statements, referred to herein as
"forward‐looking statements", are not historical facts, are made as
of the date of this news release and include without limitation,
statements regarding discussions of future plans, estimates and
forecasts and statements as to management's expectations and
intentions with respect to, among other things: the anticipated
proceeds to be raised under the Offering, director, officer and
insider participation in the Offering and the use of any proceeds
raised under the Offering.
These forward‐looking statements involve
numerous risks and uncertainties and actual results might differ
materially from results suggested in any forward-looking
statements. These risks and uncertainties include, among other
things: delays in obtaining or failure to obtain required
regulatory approvals for the Offering, market uncertainty and the
inability of the Company to raise the anticipated proceeds under
the Offering.
In making the forward-looking statements in this
news release, the Company has applied several material assumptions,
including without limitation, that: the Company will obtain the
required regulatory and TSX Venture Exchange approvals for the
Offering, the Company will be able to raise the anticipated
proceeds under the Offering and the Company will use the proceeds
of the Offering as currently anticipated.
Although management of the Company has attempted
to identify important factors that could cause actual results to
differ materially from those contained in forward-looking
statements or forward-looking information, there may be other
factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove
to be accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on forward-looking
statements and forward-looking information. Readers are cautioned
that reliance on such information may not be appropriate for other
purposes. The Company does not undertake to update any
forward-looking statement, forward-looking information or financial
out-look that are incorporated by reference herein, except in
accordance with applicable securities laws. We seek safe
harbor.
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