(TheNewswire)
Vancouver, B.C. – TheNewswire – July 17, 2024 Mobio Technologies Inc. (TSXV: MBO)(“Mobio” or the “Company”) wishes to provide an update to its previously announcedtransaction with Tracksuit Movers Inc. (“ TMI ”) (the“ Transaction ”) and announce its intention to complete a bridgefinancing by a way of issuing convertible promissory notes (the“ BridgeFinancing ”).
In its news releases issued on March 14, 2022, March16, 2022, May 30, 2022, March 2, 2023, November 10, 2023, April 5,2024, May 16, 2024, and June 10, 2024 Mobio announced and providedupdates to the proposed 100% acquisition of Tracksuit Movers Inc., afull-service moving company franchisor through a share exchange. Mobiostill intends to proceed with the proposed transaction and iscurrently finalizing the share exchange and agreement is preparing themanagement information circular with respect to theTransaction.
The Company also announces that it intends to completethe Bridge Financing by a way of issuing convertible promissory notes(the “ Loans ”) in multiple tranches as follows:
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$140,000, which consists of a settlement of managementfees in the amount of $90,000 and additional $50,000 to be borrowedfrom Phoenix Ventures Inc. ( Phoenix ”) on July 31, 2024
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$225,000 to be borrowed from Code Consulting Limited( Code ”) on July 31, 2024
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$160,000 to be borrowed from Code Consulting Limited( Code ”) on September 1, 2024
The Loans from Phoenix and Code are to bear interest atan annual rate of 4.85% and mature on December 31, 2024 at which datethe principal and interest on the Loans will be due in full. In theevent of completion of the proposed Transaction, the Loans are to beautomatically converted into common shares of Mobio at the conversionprice of $0.20 per share, or at the same price per share as isdetermined in connection with the proposed Transaction.
The Loans from Code and the Loan from Phoenix arerelated party transactions pursuant to Multilateral Instrument 61-101Protection of Minority Security Holders in Special Transactions (“MI61-101”). Mr.
Laurie Baggio is the beneficial owner of Phoenix, adirector and officer of Mobio and a control person of Phoenix andMobio, and, as such, Mr. Baggio has abstained from voting with respectto the Loan from Phoenix to Mobio. Mr. Lance Tracey is the beneficialowner of Code, and a control shareholder of Mobio.
With respect to the proposed Bridge Financing, Mobio isrelying on the exemption from the valuation requirement pursuant tosection 5.5(b) (Issuer Not Listed on Specified Markets) of MI 61-101and from the minority shareholder approval requirement prescribed bysection 5.7(1)(b) (Fair Market Value Not More Than $2,500,000) of MI61-101.
Proceeds from the Bridge Financing will be used tocover the costs associated with proceeding to completion of theproposed Transaction including, audit fees, legal fees, preparingnecessary documentation, due diligence and regulatory fees.
The Bridge Financing will be completed independent ofthe completion of the Transaction with the funds being made availablefor Mobio’s use immediately upon closing of each tranche of the Bridge Financing. The Bridge Financing is subject tothe acceptance by the TSX Venture Exchange (the “ Exchange ”).
Completion of the Transaction is subject to a number ofconditions, including but not limited to, preparing and entering intoa binding agreement, acceptance by the Exchange and disinterestedshareholder approval. The Transaction cannot close until the requiredshareholder approval is obtained. There can be no assurance that theTransaction will be completed as proposed or at all. Investors arecautioned that, except as disclosed in the management informationcircular or filing statement to be prepared in connection with theTransaction, any information released or received with respect to theTransaction may not be accurate or complete and should not be reliedupon. Trading in the securities of Mobio should be considered highlyspeculative.
About Mobio Technologies Inc.
Mobio is a publicly traded company on the TSX VentureExchange, headquartered in Vancouver, BC, and runs Strutta.com MediaInc. Strutta is a social promotions platform that helps marketersbring potential customers from stranger to fan to customer, andStrutta’s Promotions API provides a technology platform thatfacilitates social media competitions and campaigns for global brands.For more information visit www.mobio.net.
For additional information please contact:
Laurie Baggio, CEO Tel: 778-300-7565 ir@mobio.net
CAUTIONARY NOTE REGARDINGFORWARD-LOOKING STATEMENTS
Other than statements of historical fact, allstatements included in this news release, including, withoutlimitation, statements regarding the Bridge Financing, future plansand objectives of Mobio are forward-looking statements that involvevarious risks and uncertainties. There can be no assurance that suchstatements will prove to be accurate, and actual results and futureevents could differ materially from those anticipated in suchstatements. Factors that could cause actual results to differmaterially from those expected by Mobio are those risks describedherein and from time to time, in the filings made by Mobio withCanadian securities regulators. Those filings can be found on theInternet at: http://www.sedar.com under the profile of Mobio.
Neither the TSX Venture Exchange nor its RegulatoryServices Provider (as that term is defined in the policies of the TSXVenture Exchange) accepts responsibility for the adequacy or accuracyof this release.
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