Cover Technologies Inc. (the 'Company' or 'COVER') is pleased to announce that it has closed and increased its non-brokered private placement previously announced on February 12, 2021 (the 'Placement').
Due to increased demand, the Placement was increased to 18,113,207 units (the 'Units') at a price of $0.265 per Unit, for gross proceeds of $4,799,999.86.
Each Unit will consist of one common share in the capital of the Company (each a 'Share') and one share purchase warrant (each a 'Warrant'). Each Warrant will entitle the holder to acquire one additional Share at a price of CDN $0.75 per Warrant for a period of two years from the applicable closing date, subject to an accelerated expiry provision described herein. If on any 10 consecutive trading days occurring after four months and one day has elapsed following the final closing date of the Placement, the closing price of the Shares as quoted on the Canadian Securities Exchange (the 'CSE') (or such other exchange on which the Shares may be traded at such time) is greater than CDN $1.00 per Share, Cover may provide notice in writing to the holders of the Warrants by issuance of a news release that the expiry date of the Warrants will be accelerated to the 30th day after the date on which Cover issues such newsrelease. Finder's fees were paid in connection with the Placement to arm's length finders (the 'Finders') that consisted of cash commission in the total amount of $294,041.99. In addition, an aggregate of 528,194 Shares and 602,398 Warrants (the 'Broker Warrants') have been issued to the Finders. The terms of the Broker Warrants are identical to the terms of the Units. Proceeds from the Placement are intended to be used to advance the Company's existing technology research & development projects, to expand the scope of its technology development to include online technology applications, and for general & administrative working capital. Although the Company intends to use the proceeds of the Placement as described above, the actual allocation of proceeds may vary from the uses set out above depending on future operations, events or opportunities. The Shares and Warrants comprising the Units issued pursuant to the Placement will be subject to a statutory four month and one day hold period from the date of issue in accordance with applicable Canadian securities laws. None of the Units will be registered under the United States Securities Act of 1933, as amended, and none may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities of the Company, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Contact:
Tel: 604-319-8712
About Cover Technologies Inc.
Cover Technologies Inc. is a technology research & development company with a focus on emerging technologies and solutions. In addition to the current research and development on its magnesium technology, Cover Technologies is in pursuit of identifying opportunities in emerging technologies. Additional information can be found by viewing the Company's filings at www.sedar.com.
Forward-Looking Information
Information set forth in this press release may involve forward-looking statements, including statements relating to the securities of the Company trading on the CSE. Forward-looking statements are statements that relate to future, not past, events. In this context, forward-looking statements often address a company's expected future business and financial performance, and often contain words such as 'anticipate', 'believe', 'plan', 'estimate', 'expect', and 'intend', statements that an action or event 'may', 'might', 'could', 'should', or 'will' be taken or occur, or other similar expressions. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following risks: risks associated with marketing and sale of securities; the need for additional financing; reliance on key personnel; the potential for conflicts of interest among certain officers or directors with certain other projects and the volatility of common share price and volume. In this case, disclosure about the proposed financing is a forward-looking statement, and there is a risk that the financing may not occur or occur as planned, and there is a risk that such event(s) occurring or not occurring (whether at all or as planned) may have adverse unforeseen impact on the Company, its market for securities, and/or its future business prospects (which include fundraising and operational matters). Forward-looking statements are made based on management's beliefs, estimates and opinions on the date that statements are made and except as required by law, the Company undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change. Investors are cautioned against attributing undue certainty to forward-looking statements.
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