June 3, 2020
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 a reporting insider of the Company in connection with a non-brokered private placement financing (the “Offering”) pursuant to which the insider has agreed to subscribe for up to 1,400 senior unsecured convertible debentures (the “Convertible Debentures”) at an issue price of CDN$1,000 per Convertible Debenture for aggregate gross proceeds of approximately USD$1,000,000.
Each Convertible Debenture will be convertible, at the option of the holder, into 3,333 common shares in the capital of the Company (the “Common Shares” and each, a “Common Share”) at a price of CDN$0.30 (the “Conversion Price”) per Common Share, subject to adjustment in certain events.
Each Convertible Debenture will bear interest at a rate of 10.0% 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 twelve (12) months (the “Maturity Date”) after the date of issuance and are redeemable at 101% of the face value at any time after the closing date.
On the closing date, Accel will also receive one (1) non-transferrable common share purchase warrant (each, a “Warrant”) for each CDN$1.00 principal amount of the Convertible Debentures purchased. Each Warrant will entitle the holder to acquire one Common Share (each, a “Warrant Share”) at an exercise price of CDN$0.30 per Warrant Share for a period of twelve (12) months after the date of issue.
The Offering will be considered a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101”). Pursuant to Section 5.5(a) and 5.7(1)(a) of MI 61-101, the Company is exempt from obtaining a formal valuation and minority approval of the Company’s shareholders in respect of the Offering due to the fair market value of the related party’s participation in the Offering being below 25% of the Company’s market capitalization for purposes of MI 61-101.
The Company has also entered into an agreement with an existing arm’s-length debenture holder to amend the terms of its outstanding convertible debentures due June 28, 2020 (the “Existing Debentures”) on equivalent terms as the Offering (the “Amendment”) in the amount of CDN$250,000. Before the closing of the above financing and amendment, there remains ~$1.3M CDN outstanding to convertible debenture holders due June 28, 2020.
No finders fees are being paid in conjunction with this offering.
Marc Seelenfreund, CEO and Chairman of Siyata, commented, “We are very pleased to see insider participation to support our future growth at terms we believe are very favourable for our shareholders and the Company. As announced, the Company will file its 2019 year end and Q1 2020 results next week followed by a conference call for investors in which I look forward to giving the market an update on our portfolio of products, our operations and sales opportunity funnel.”
The Offering and the participation of the holder of the Existing Debentures pursuant to the Amendment remains subject to the approval of the TSX Venture Exchange. The securities issued on conversion of the Convertible Debentures and Warrants will be subject to a statutory hold period of four (4) months and one (1) day. Net proceeds of the Offering will be used to fund general working capital and a portion may be used to pay down any Existing Debentures that are not amended pursuant to the Amendment.
This news 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 U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
The Company will be hosting an investor conference call on Friday, June 12th 2020 at 9:00 AM EST (6:00 AM PST) to discuss these results followed by a Q&A for investors.
The call will be hosted by CEO Marc Seelenfreund and VP Sales Glenn Kennedy to update current sales pipeline, channels and strategies. Details of the conference call can be found below:
Details of the conference call:
Date: Friday, June 12, 2020
Time: 9:00 AM Eastern / 6:00 AM Pacific
North America toll free dial-in number: (866) 521-4909
International dial-in number: (647) 427-2311
There will also be a playback of the conference call, available in MP3 format by contacting investor relations below.
Siyata Mobile Inc. is a B2B global vendor of next generation Push-To-Talk over Cellular (PTT) devices and cellular booster systems. Its portfolio of in-vehicle and rugged smartphones enable first responders and enterprise workers to instantly communicate, over a nationwide cellular network of choice, to improve communication, increase situational awareness and save lives.
Its portfolio of enterprise cellular booster systems enables first responders and enterprise workers to amplify its cellular signal in remote areas, inside structural buildings where signals are weak and within vehicles for maximum cellular signal strength possible.
Visit www.siyatamobile.com and http://www.unidencellular.com/ to learn more.
On Behalf of the Board of Directors of:
SIYATA MOBILE INC.
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.