BECN:CC - BEACN Wizardry & Magic Inc. Announces Closing of First Tranche of Non-Brokered Private Placement
(TheNewswire)
Vancouver, BC - TheNewswire- July 26, 2023 - BEACN Wizardry & Magic Inc. (TSX-V:BECN) (“ BEACN ” or the “ Company ”) is pleased to announce the closingof the first tranche of $790,000 of the non-brokered private placement(the “Offering”) first announced on July 4, 2023 for grossproceeds of $1,000,000 from the sale of 5,000,000 units of the Company(the “Units”) at a price of $0.20 per Unit. Each Unit is comprisedof one common share (a “Share”) and one non-transferable commonshare purchase warrant (a “Warrant”). Each Warrant will entitlethe holder to purchase one additional Share for a period of threeyears expiring on July 25, 2026 for $0.45.
At the option of the investor and with the approval ofthe Company, the Share may be designated an Eligible BusinessCorporation Share (an “EBC Share”) and if so designated theinvestor will be eligible for a 30% tax credit. If elected, therewill be restrictions on the sale of the EBC Shares for a period of 5years. The Warrant will not be EBC eligible.
Directors and officers of BEACN and shareholders owningmore than 10% of the Company’s common shares participated in theOffering and were issued an aggregate of 2,000,000 Units. Suchparticipation in the Offering constitutes a “rela ted party transaction” as definedin Multilateral Instrument 61-101 – Protection of Minority Security Holders inSpecial Transactions (“61-101”). TheOffering is exempt from the formal valuation and minority shareholderapproval requirements of 61-101 as neither the fair market value ofthe securities issued to related parties nor the consideration forsuch securities exceed 25% of the Company’s market capitalization.The Company did not file a material change report 21 days prior toclosing of the Offering as the participation of insiders of theCompany in the Offering had not been confirmed at that time.
All securities are subject to a four month hold periodexpiring on November 26, 2023 .
The proceeds from the Offering will be used to (i)accelerate the Company’s sales program, (ii) support the developmentand inventory purchases of new products, (iii) improve on shipping andlogistics in new strategic markets and (iv) for general workingcapital.
The closing of the next tranche of the Offering isexpected to occur in mid-August 2023 and is subject to receipt of allnecessary regulatory approvals including the TSX Venture Exchange (the“TSXV”). Finder’s fees of up to 7% in cash and 7% in warrants (a“Finder’s Warrant”) will be paid to eligible parties at thediscretion of the Company. Each Finder’s Warrant will entitle theholder to purchase one additional Share for a period of two years fromthe closing of the Offering for $0.20. Except for EBC Shares, all ofthe securities issued with respect to the Offering will be subject toa hold period of four months and one day in accordance with applicablesecurities laws. EBC Shares will be subject to a hold period of fourmonths and one day in accordance with applicable securities laws andin addition will be subject to restrictions on sale for a period offive years. The Company may close the remainder of the Offering inmore than one tranche.
The securities offered have not beenregistered under the U.S. Securities Act of 1933, as amended, and maynot be offered or sold in the United States absent registration or anapplicable exemption from the registration requirements. This newsrelease shall not constitute an offer to sell or the solicitation ofan offer to buy nor shall there be any sale of the securities in anyjurisdiction in which such offer, solicitation or sale would beunlawful.
About BEACN Wizardry & MagicInc.
BEACN (TSX-V: BECN) develops innovative audioequipment, peripherals and technology for gamers, live streamers, andcontent creators. BEACN is committed to delivering premium productsthat enable everyone to produce studio-quality content. BEACN'saward-winning product ecosystem includes BEACN Mic, BEACN Mix andBEACN Mix Create. BEACN is listed on the TSXV under the symbolBECN.?
For further information, please contact:
BEACN Wizardry & MagicInc.
Daniel Davies: daniel@beacn.com or 250-661-6336
Reader Advisory
Certain information set forth inthis news release contains forward-looking statements or information( “forward-looking ?statements” ), including details about the proposedOffering and the Company’s proposed use of proceeds from theOffering. By their nature, forward-looking statements are subject tonumerous risks and uncertainties, some of which are beyond theCorporation’s control, including risks associated with the inabilityto complete the Offering, timing of receipt of regulatory approval,change in market conditions, evolving global supply chain issues,evolving economic and political issues, and demand for BEACNproducts.
Although the ?Company believesthat the expectations in its forward-looking statements arereasonable, its forward-looking statements have ?been based onfactors and assumptions concerning future events which may prove to beinaccurate. Those factors and ?assumptions are based upon currentlyavailable information. Such statements are subject to known andunknown risks, ?uncertainties and other factors that could influenceactual results or events and cause actual results or events to differmaterially ?from those stated, anticipated or implied in theforward-looking statements. Accordingly, readers are cautioned not toplace undue reliance on the forward-looking statements, as noassurance can be provided as to future results, levels of activity orachievements. Furthermore, the forward-looking statements contained inthis document are made as of ?the date of this document and, exceptas required by applicable law, the Company does not undertake anyobligation to publicly ?update or to revise any of the includedforward-looking statements, whether as a result of new information,future events or ?otherwise. The forward-looking statementscontained in this document are expressly qualified by this cautionarystatement.?
Neither the TSX Venture Exchange norits Regulation Services Provider (as that term is defined in thepolicies of the TSX Venture Exchange) accepts responsibility for theadequacy or accuracy of this release.
Not fordistribution to U.S. news wire services or dissemination in the UnitedStates.
Copyright (c) 2023 TheNewswire - All rights reserved.