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QYOU Media Inc

  • OTCQB:QYOUF
  • TSXV:QYOU

QYOU Media Reports Completion of $750,000 Private Placement, Subject to TSXV Approval

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Announcement Summary

QYOU Media Inc. (TSXV: QYOU) (OTCQB: QYOUF) announced completion of its previously announced Non-Brokered Private Placement Offering of Units, subject to final TSXV approval.

  • The company issued 25,000,000 Units at $0.03 per Unit for aggregate gross proceeds of $750,000.
  • Each Unit comprises one Common Share and three-quarters (3/4) of one Warrant.
  • Each whole Warrant allows purchase of one Common Share at $0.06 per Common Share until September 12, 2027.
  • The company says net proceeds will fund partial loan repayment, amounts due from Chatterbox Technologies Limited's original acquisition, working capital and general corporate purposes.
  • It paid $30,551.73 in finder's fees and issued Finder's Warrants for up to an additional 991,711 Units, exercisable at $0.05 per Unit until September 12, 2027.
  • The Offering remains subject to final approval from the TSX Venture Exchange.

Directors, officers and insiders subscribed for 3,334,000 Units in a related party transaction. All securities face a four-month plus one day hold period and cannot be offered to U.S. persons absent registration or an exemption.

Investor FAQs

QYOU Media Inc. (TSXV: QYOU) (OTCQB: QYOUF) announced that it has completed its previously announced Non-Brokered Private Placement Offering of Units. The Offering remains subject to the final approval of the TSX Venture Exchange.
The Company issued 25,000,000 Units at a price of $0.03 per Unit for aggregate gross proceeds of $750,000. Each Unit comprises one (1) Common Share and three-quarters (3/4) of one common share purchase Warrant. Each whole Warrant entitles the holder to purchase one (1) Common Share at a price of $0.06 per Common Share until September 12, 2027.
The Company stated that net proceeds will be used for the partial repayment of outstanding loans, the partial payment of amounts due from the original acquisition of its subsidiary, Chatterbox Technologies Limited, and working capital and general corporate purposes. The source describes the use of proceeds as forward-looking information and cautions that actual results may differ materially from those anticipated.
The Company paid an aggregate of $30,551.73 and issued Finder's Warrants to acquire up to an additional 991,711 Units as finder's fees to certain persons who assisted with the Offering. Each Finder's Warrant entitles the holder to acquire one (1) Unit at a price of $0.05 per Unit until September 12, 2027. The Warrants issuable upon exercise of the Finder's Warrants entitle the holder to acquire one (1) Common Share at a price of $0.06 per Common Share until September 12, 2027.
Directors, officers and insiders subscribed for 3,334,000 Units. The Company said this participation constitutes a related party transaction under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions. The related-party issuance is exempt from the formal valuation and minority approval requirements of MI 61-101 and TSX Venture Exchange Policy 5.9 under the stated exemptions. The Company said no new insiders were created and there has been no Change of Control under TSXV rules as a result of the subscriptions.
All securities issued in the Offering, including the Finder's Warrants and the Common Shares and Warrants underlying the Units issuable upon exercise of the Finder's Warrants, will be subject to a four-month plus one day hold period under applicable Canadian securities laws. The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended, or any state securities laws. They may not be offered or sold to, or for the account or benefit of, persons in the United States or U.S. persons absent registration or compliance with an applicable exemption.
The Company did not file a material change report more than 21 days before the expected closing because the details and amounts of related-party participation were not finalised until closer to closing, and it wished to close the Offering as soon as practicable for sound business reasons. The Offering remains subject to final approval by the TSX Venture Exchange. The Company also cautioned that forward-looking statements concerning use of proceeds and regulatory approvals are inherently uncertain, may rely on assumptions that prove incorrect, and may differ materially from actual outcomes.

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