Lightning Network focused company, LQwD FinTech Corp. (TSXV: LQWD, OTC: LQWDF) (“LQwD” or the “Company”) is pleased to announce that it has closed its previously announced offering of 20,000,000 units (the “Units”) at a price of C$0.35 per Unit (the “Offering Price”) for total gross proceeds of C$7,000,000 (the “Offering”). The Offering was conducted by a syndicate of underwriters led by Canaccord Genuity Corp. and including PI Financial Corp. (together, the “Underwriters”). The Underwriters also exercised their over-allotment option in full to purchase an additional 3,000,000 Units for additional gross proceeds of C$1,050,000. Including the proceeds from the exercise of the over-allotment option, the total gross proceeds of the Offering are C$8,050,000 with an aggregate of 23,000,000 Units issued.
Each Unit consists of one common share of the Company (a “Common Share”) and one half of one common share purchase warrant (each whole purchase warrant, a “Warrant”). Each Warrant is exercisable to acquire one Common Share until October 28, 2023, at an exercise price of C$0.50.
The net proceeds from the Offering will be used to acquire Bitcoin and for general corporate and working capital purposes.
In consideration for their services, the Company paid the Underwriters a cash fee equal to 7.0% of the aggregate gross proceeds of the Offering, other than in respect of Units sold to purchasers designated by the Company, for which a cash fee of 3.5% was paid, and issued an aggregate of 1,528,765 compensation Warrants and 214,285 Common Shares as partial payment of a corporate finance fee. Each Compensation Warrant will be exercisable to acquire one Common Share at an exercise price equal to the Offering Price for a period of 24 months from the closing of the Offering, subject to adjustment in certain events.
Certain directors and officers of the Company participated in the Offering by purchasing a total of 413,500 Units. Accordingly, the Offering constituted to that extent a “related party transaction” under applicable Canadian securities laws. The Company did not file a material change report more than 21 days before the expected closing of the Offering as the details of the Offering and the participation therein by related parties of the Company were not settled until shortly prior to closing and the Company wished to close on an expedited basis for sound business reasons.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the 1933 Act and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements of the 1933 Act, and applicable state securities laws. “United States” and “U.S. person” are as defined in Regulation S under the 1933 Act.
LQwD is a Lightning Network Service Provider (LSP) focused company developing payment infrastructure and solutions. The Company’s mission is to develop institutional grade services that support the Lightning Network and drive improved functionality, transaction capability, user adoption and utility and scaling Bitcoin. LQwD also holds Bitcoin as an operating asset establishing nodes and payment channels across the Lightning Network.
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This news release contains “forward-looking information” within the meaning of applicable securities laws. All statements, other than of historical fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future (including, without limitation, statements regarding the use of proceeds of the Offering) are forward-looking statements. Forward-looking statements are generally identifiable by use of the words “may”, “will”, “should”, “continue”, “expect”, “anticipate”, “estimate”, “believe”, “intend”, “plan” or “project” or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements are subject to a number of risks and uncertainties, many of which are disclosed in the Company’s public disclosure record on file with the relevant securities regulatory authorities, many of which are beyond the Company’s ability to control or predict, that may cause the actual results of the Company to differ materially from those discussed in the forward-looking statements. Although the Company believes, in light of the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate, that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. The statements in this press release are made as of the date of this release and the Company assumes no responsibility to update them or revise them to reflect new events or circumstances other than as required by applicable securities laws.
Neither the TSX Venture Exchange 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.
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