VIS:CC - Visionstate Corp. Announces Conditional Approval of Previously Announced Private Placement
(TheNewswire)
Edmonton, Alberta,July 2, 2024 – TheNewswire - Visionstate Corp. (TSXV: VIS)(“Visionstate” or the “Company”) , a leadingprovider of smart facility management technology, is pleased toannounce the receipt of conditional acceptance from the TSX VentureExchange on the offering ("Offering") of up to 25,000,000units of the Company (“Units”) at a price of $0.02 per Unit forgross proceeds of up to $500,000 as previously announced on June 19,2024. Each Unit is comprised of one (1) common share of Visionstate(“Common Share”) and one (1) Common Share purchase warrant(“Warrant”) whereby each Warrant entitles the holder to purchaseone (1) additional Common Share at a price of $0.05 per Common Sharefor a period of two (2) years following the date of closing.
If the closing price of the Common Shares is equal toor exceeds $0.07 per Common Share for greater than twenty (20)consecutive trading days, then the warrant term shall automaticallyaccelerate to a date that is thirty (30) calendar days following thedate a press release is issued by the Company announcing the reducedwarrant terms, without further notification made by theCompany.
Visionstate has closed on the initial tranche ofsubscriptions of 9,515,000 Units at a price of $0.02 per Unit forgross proceeds of $190,300, which includes 2,425,000 Units issued tocertain insiders of Visionstate.
The issuance of Units to insiders pursuant to theOffering will constitute a “related party transaction” as definedunder Multilateral Instrument 61-101, Protection of Minority SecurityHolders in Special Transactions (“MI 61-101”). The Offering willbe exempt from the formal valuation and minority shareholder approvalrequirements of MI 61-101. In particular, Visionstate has determinedthat the exemptions set out in paragraphs (a) and (b) in section 5.5of MI 61-101 are applicable since the aggregate consideration to bepaid by the related parties will not exceed 25% of the marketcapitalization of Visionstate and Visionstate is not listed on theToronto Stock Exchange, but only on the TSX Venture Exchange. Inaddition, regarding the minority shareholder approval exemptions, theindependent directors have determined that the exemptions set out inparagraphs (1)(a) and (b) in section 5.7 of MI 61-101 are applicablein that the aggregate consideration to be paid by the related partieswill not exceed 25% of the market capitalization of Visionstate, thedistribution of the securities to the related parties will have a fairmarket value of not more than $2,500,000 and Visionstate is not listedon the Toronto Stock Exchange, but only on the TSX VentureExchange.
The net proceeds from the sale of units will beprimarily allocated towards the development and commercialization ofnew products designed to enhance the Company's IoT solutions andexpand its market reach. Visionstate remains committed to deliveringIoT technology solutions that drive operational efficiencies andimprove customer experiences across various industries.
Pursuant to applicable Canadian securities laws, theCommon Shares and Warrants comprising the Units are subject to afour-month hold period from the time of closing of theOffering.
About Visionstate Corp.
Visionstate Corp. (TSXV: VIS) is a growth-orientedcompany that invests in the research and development of promising newtechnology in the realm of the Internet ofThings, big data and analytics, and sustainability. Visionstate IoT Inc. is a wholly-owned subsidiary of Visionstate Corp. ThroughVisionstate IoT Inc., it helps businesses improve operationalefficiencies, reduce costs, and elevate customer satisfaction with itsstate-of-the-art devices that track and monitor guest activities andrequests. The footprint of its WANDA™ smart device now extends tohospitals, airports, shopping centres, and other public facilitiesacross and beyond North America. Through building up a collection ofsynergistic technologies, Visionstate Corp. will continue to innovate,reduce environmental impact, and transform consumerexperiences.
Issued on behalf of the Board of Directors,
“John A. Putters”
Visionstate Corp.
To learn more, please contact:
Visionstate IoT Inc.
Shannon Moore, President
Email: shannon@visionstate.com
Tel: 780-425-9460
CHF Capital Markets
Kathy Chapman
Email: kc@chfir.com
Tel: 416-868-1079 x 234
Twitter:
Facebook:
LinkedIn:
Neither the TSX Venture Exchange nor its Regulation Services Provider(as that term is defined in the policies of the TSX Venture Exchange)accept responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
Certain information set forth in this material maycontain forward-looking statements that involve substantial known andunknown risks and uncertainties. All statements other than statementsof historical fact are forward-looking statements, including, withoutlimitation, statements regarding future financial position, businessstrategy, use of proceeds, corporate vision, proposed acquisitions,partnerships, joint-ventures and strategic alliances andco-operations, budgets, cost and plans and objectives of or involvingthe Company. Such forward-looking information reflects management'scurrent beliefs and is based on information currently available tomanagement. Often, but not always, forward-looking statements can beidentified by the use of words such as "plans","expects", "is expected", "budget","scheduled", "estimates", "forecasts","predicts", "intends", "targets","aims", "anticipates" or "believes" orvariations (including negative variations) of such words and phrasesor may be identified by statements to the effectthat certain actions "may", "could","should", "would", "might" or"will" be taken, occur or be achieved. A number of known andunknown risks, uncertainties and other factors may cause the actualresults or performance to materially differ from any future results orperformance expressed or implied by the forward-looking information.These forward-looking statements are subject to numerous risks anduncertainties, certain of which are beyond the control of the Companyincluding, but not limited to, the impact of general economicconditions, industry conditions and dependence upon regulatoryapprovals. Readers are cautioned that the assumptions used in thepreparation of such information, although considered reasonable at thetime of preparation, may prove to be imprecise and, as such, unduereliance should not be placed on forward-looking statements. TheCompany does not assume any obligation to update or revise itsforward-looking statements, whether as a result of new information,future events, or otherwise, except as required by securitieslaws.
Copyright (c) 2024 TheNewswire - All rights reserved.