TORONTO, Sept. 19, 2018 /CNW/ - 01 Communique Laboratory Inc. (TSXV: ONE) (the "Company") today announced it has closed its previously disclosed private placement of units raising gross proceeds of $1,000,000.
Pursuant to the offering the Company issued 10,000,000 units ("Units") at a per Unit price of $0.10, with each Unit consisting of one common share in the capital of the Company and one-half of one common share purchase warrant, with each whole warrant exercisable for the purchase of one common share of the Company at a per share price of $0.15 for a period of 24 months from the date of closing of the private placement.
In June 2018 the Company has announced its focus on Post-Quantum Blockchain ("PQBC") and Post-Quantum Cryptography ("PQ-Crypto") technologies. The proceeds raised from the private placement will be used by the Company for completing commercial development of PQBC and PQ-Crypto technologies, to develop strategic partnerships, and for general working capital purposes. All securities issued under the private placement are subject to a hold period of four months and one day from the date of closing in accordance with applicable securities legislation and the policies of the TSX Venture Exchange.
Richardson GMP Limited ("RGMP"), with offices in Vancouver, British Columbia, acted as exclusive agent to sell the Units on a commercially reasonable basis. In consideration for the services of RGMP, RGMP received: (i) a cash commission equal to 8% of the gross proceeds raised; (ii) compensation options to acquire that number of Units as is equal to 8% of the total number of Units sold under the offering, exercisable at a per Unit price of $0.10 for a period of 24 months from the date of closing of the offering; (iii) a corporate finance fee of $20,000; and (iv) reimbursement of its expenses.
Further, for a period of one year from the date of closing of the offering, the Company has granted RGMP the exclusive right and opportunity to lead any offering of securities by the Company to be issued and sold to the public in Canada by private placement or public offering or to provide professional, sponsorship or advisory services performed (or normally performed) by a broker or investment dealer.
Neither TSX Venture Exchange ("TSX-V") nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
About 01 Communique
Established in 1992, 01 Communique Laboratory Inc. (TSX-V: ONE) has always been at the forefront of technology. The Company's legacy business provides its customers with a suite of secure remote access services and products. In early 2018 the Company is transitioning its business focusing on cybersecurity with the development and implementation of Post-Quantum Blockchain and Post-Quantum Cryptography technologies, which can be implemented on classical computer systems as we know them today while at the same time secure enough to safeguard against potential Quantum Computer attacks. The Company's legacy products are protected in the U.S.A. by its patents #6,928,479 / #6,938,076 / #8,234,701; in Canada by its patents #2,309,398 / #2,524,039 and in Japan by its patent #4,875,094. For more information visit the Company's web site at www.01com.com
Cautionary Note Regarding Forward-looking Statements.
Certain statements in this news release may constitute "forward-looking" statements which involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. When used in this news release, such statements use such words as "may", "will", "expect", "believe", "plan", "intend", "are confident" and other similar terminology. Such statements include statements regarding the proposed use of proceeds from the offering. These statements reflect current expectations regarding future events and operating performance and speak only as of the date of this news release. Forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to, the factors discussed under "Risk and Uncertainties" in the company's Management`s Discussion and Analysis document filed on SEDAR. Although the forward-looking statements contained in this news release are based upon what management of the Company believes are reasonable assumptions, the company cannot assure investors that actual results will be consistent with these forward looking statements. These forward-looking statements are made as of the date of this news release, and the company assumes no obligation to update or revise them to reflect new events or circumstances.
THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.
SOURCE 01 Communique Laboratory Inc.
For further information: INVESTOR CONTACT: Andrew Cheung, Chief Executive Officer, 01 Communique, (905) 795-2888 x206, [email protected]