Montréal, QC – Siyata Mobile Inc. (TSX-V:SIM | OTCQX: SYATF) (the “Company” or “Siyata”) 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.”
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.
CEO and Chairman
PCG Advisory Group:
Kirin Smith, Chief Operating Officer
Glenn Kennedy, VP Sales
Siyata Mobile Inc.
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.