TORONTO, ONTARIO–(Marketwired – June 20, 2017) –
NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER U.S. NEWSWIRE SERVICES
Leo Acquisitions Corp. (NEX:LEQ.H) (the “Company“) is pleased to announce that it has increased the size of its previously announced non-brokered private placement, disclosed in a press release dated June 7, 2017, from $50,000 to $100,000 (the “Increased Offering“).
The Increased Offering will consist of an offering of up to 1,818,181 common shares of the Company (the “Common Shares“) at a subscription price of $0.055 per Common Share. The Common Shares to be issued will be subject to a statutory four month-plus-one-day hold period from the date of closing, in accordance with the rules and policies of the TSX Venture Exchange (“TSXV“) and applicable Canadian securities laws, and such further restrictions as may apply under foreign securities laws.
It is anticipated that insiders of the Company will subscribe for 810,909 Common Shares under the Increased Offering. The issuances of Common Shares to insiders pursuant to the Increased Offering will be considered related party transactions within the meaning of TSXV Policy 5.9 and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). The Company intends to rely on sections 5.5(b) and (c) of MI 61-101 for an exemption from the formal valuation requirement and section 5.7(b) of MI 61-101 for an exemption from minority shareholder approval requirements.
The proceeds of the Increased Offering will be used for general corporate purposes and for working capital requirements. Completion of the Increased Offering is subject to the approval of the TSXV and other customary closing conditions.
The TSXV has in no way passed upon the merits of the Company and has neither approved nor disapproved the contents of this press release. Neither the TSXV nor its Regulation Services Provider (as that term is defined in policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
The securities offered have not been, and will not be, registered under the U.S. Securities Act or any U.S. state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Cautionary Note Regarding Forward Looking Statements
Except for the statements of historical fact, this news release contains “forward-looking statements” within the meaning of the applicable Canadian securities legislation which involves known and unknown risks relevant to the Company. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects” or does not expect”, “is expected”, anticipates” or “does not anticipate” “plans”, “estimates” or “intends” or stating that certain actions, events or results ” may”, “could”, “would”, “might” or “will” be taken, occur or be achieved) are not statements of historical fact and may be “forward-looking statements”. Forward-looking statements are subject to a variety of risks and uncertainties which could cause actual events or results to materially differ from those reflected in the forward-looking statements.
