Vancouver, BC – 360 Capital Financial Services Group Inc. (“360 Capital” or the “Company”) (CSE:TSZ, www.360capital.ca) announces that it has undertaken a non-brokered private placement of 25,000,000 units of the Company (“Units“) at a price of $0.04 per Unit for aggregate gross proceeds of $1,000,000 (the “Private Placement“). Subject to regulatory approvals, directors and officers of the Company are expected to subscribe for a portion of the Private Placement.
Each Unit is comprised of one common share in the capital of 360 (“Common Share“) and one Common Share purchase warrant (“Warrant“). Each Warrant will be exercisable for one Common Share at a price of $0.05 per share for a period of 36 months from the date of closing of the Private Placement. The securities issued pursuant to the Private Placement will be subject to a four month hold period. The transaction is subject to the submission of final documentation and final approval of the Canadian Securities Exchange. The Company will pay qualified finders a commission of 8% in cash and finder’s warrants. The proceeds of the Private Placement will be used for general corporate purposes including funding its current operations and supporting ongoing investigations of potential business opportunities.
The Company will complete a portion of the Private Placement pursuant to the conditions described in Multilateral CSA Notice 45-318 Prospectus Exemption for Certain Distributions through an Investment Dealer (“CSA 45-318“) and the corresponding instruments, orders and rules implementing CSA 45-318 in the participating jurisdictions (collectively with CSA 45-318, the “Investment Dealer Exemption“). In addition to conducting the Private Placement pursuant to the Investment Dealer Exemption, the Company will also accept subscriptions for Units where other prospectus exemptions are available, including from accredited investors. In accordance with the Investment Dealer Exemption, the Company advises that, as at the date hereof, there is no material fact or material change in respect of the Company that has not been generally disclosed. The Company further advises that there is no minimum number of Units being offered pursuant to the Private Placement.
In addition, the Company is announcing the resignation of Mr. David Stadnyk as President, CEO and as a director of 360. The Company would like to thank Mr. Stadnyk for his time and involvement with 360. In his place, the board of directors has appointed Mr. George Tsafalas, as interim President, while it seeks to identify potential candidates to replace Mr. Stadnyk.
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For further information, please contact:
George Tsafalas - Ivy Lu
Telephone: Toll-Free (877) 806-CODE (2633) or 1 (778) 806-5150
E-mail: [email protected]
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Statements
Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties. All statements other than statements of historical fact are forward-looking statements, including, without limitation, statements regarding future financial position, business strategy, use of proceeds, corporate vision, proposed acquisitions, partnerships, joint-ventures and strategic alliances and co-operations, budgets, cost and plans and objectives of or involving the Company. Such forward-looking information reflects management's current beliefs and is based on information currently available to management. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "predicts", "intends", "targets", "aims", "anticipates" or "believes" or variations (including negative variations) of such words and phrases or may be identified by statements to the effect that certain actions "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. A number of known and unknown risks, uncertainties and other factors may cause the actual results or performance to materially differ from any future results or performance expressed or implied by the forward-looking information. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of the Company including, but not limited to, the impact of general economic conditions, industry conditions and dependence upon regulatory approvals. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. The Company does not assume any obligation to update or revise its forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by securities laws.