This news release is intended for distribution only in
Canada and is not intended for
distribution to US newswire services, or for release, publication,
or distribution in whole or in part, in or in the United States or in the United States.
TORONTO and MELBOURNE, April 8,
2021 /CNW/ - BANXA (TSXV: BNXA) (OTCQX:BNXAF) (FSE:
AC00) ("BANXA" or the "Company") is pleased to
announce that it has closed its previously announced upsized best
efforts brokered private placement of units of the Company (the
"Units"), at a price of $4.00
per Unit for aggregate gross proceeds of $14,998,208 including the full exercise of the
over-allotment option by the Agents (as defined below) (the
"Offering"). The Offering was announced on March 16, 2021 and was subsequently amended
March 17, 2021 to accommodate
additional demand. All securities issued pursuant to the Offering,
including any underlying securities, will be subject to a
four-month-and-one-day hold period in accordance with applicable
Canadian securities laws.
The Offering was completed through a syndicate of agents
including Stifel GMP and Eight Capital, as co-lead agents
(collectively the "Co-Lead Agents") and PI Financial Corp.
(together with the Co-Lead Agents, the "Agents") on a best
efforts basis.
Each Unit consists of one common share of the Company (a
"Unit Share") and one-half of one common share purchase
warrant (each whole warrant a "Warrant"), with each Warrant
entitling the holder thereof to acquire one common share of the
Company at a price of $8.50 for a
period of 42 months following the closing date of the Offering (the
"Closing Date"), subject to adjustment in certain
events.
As consideration for the Agents' services in connection with the
Offering, the Agents received a cash commission (the
"Commission") equal to 6.5% of the gross proceeds from the
Offering, excluding gross proceeds from the issuance of Units on a
president's list agreed upon by the Company and the Agents (the
"President's List"). In respect of the Agents providing
advisory services in connection with the President's List, the
Company paid to the Agents an advisory fee in the amount of
$149,975.20 plus applicable taxes.
The Company also issued to the Agents compensation units (each, a
"Compensation Unit") equal to 6.5% of the number of Units
sold under the Offering excluding the President's List. Each
Compensation Unit consists of one Unit Share and one-half of one
Warrant (a "Compensation Unit Warrant"). Each Compensation
Unit Warrant shall be exercisable to purchase one common share on
the same terms and conditions applicable to the Warrants.
The Company intends to use the gross proceeds from the Offering
for general corporate purposes. Investors can view a recent
interview with Founder and Chairman Domenic
Carosa at the following link:
http://bit.ly/BNXA-Radius-Research-April21
This news release does not constitute an offer to sell or a
solicitation of an offer to sell any of securities in the United States. The securities have not
been and will not be registered under the United States Securities
Act of 1933, as amended (the "U.S. Securities Act") or any
state securities laws and may not be offered or sold within
the United States or to or for the
account or benefit of U.S. Persons unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption
from such registration is available.
ON BEHALF OF THE
BOARD OF DIRECTORS
|
Per:
|
"DOMENIC
CAROSA"
|
|
Domenic
Carosa
|
|
Chairman
(+1-888-218-6863)
|
About BANXA
BANXA (TSX-V:BNXA – Banxa Holdings Inc.) is a
Payment Services Provider (PSP) with a mission to build the bridge
between traditional financial systems, regulation and the digital
asset space. Our goal is to onboard the general public to digital
currency by building a fully compliant payment infrastructure that
enables simple and secure conversion of fiat currency to digital
currency (USD/CAD to BTC/ETC). Banxa has offices in Australia and the
Netherlands. For further information, see www.banxa.com
The TSX Venture Exchange has neither approved nor
disapproved the contents of this press release. Neither TSX Venture
Exchange nor its Regulation Services Provider (as that term is
defined in policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this
release.
CAUTIONARY NOTE WITH RESPECT TO FORWARD-LOOKING
STATEMENTS
This release includes certain statements and information that
may constitute forward-looking information or forward-looking
statements. Generally, any statements that
are not historical facts may
contain forward-looking information, and
forward-looking information can be
identified by the use of
forward-looking terminology such as
"plans", "expects" or "does not
expect", "is expected", "budget",
"scheduled", "estimates", "forecasts", "intends", "anticipates" or
"does not anticipate", or "believes", or variations of such words
and phrases or indicates that certain actions, events or results
"may", "could", "would", "might" or "will be" taken, "occur" or "be
achieved". Forward-looking information includes, but is not
limited to statements regarding the use of proceeds from the
offering.
There is no assurance that the Company's plans or objectives
will be implemented as set out herein, or at all. Forward-looking
information is based on certain factors and assumptions the Company
believes to be reasonable at the time, including that the Company
will be able to use proceeds from the offering as expected, and
that the Company will be able to continue with its goal to onboard
the general public to digital currency by building a fully
compliant payment infrastructure that enables simple conversion of
fiat currency to digital currency (USD/CAD to BTC/ETH).
The forward-looking statements in this news release are
subject to known and unknown
risks, uncertainties, such as inability to
use proceeds from the offering as expected, and risks associated
with digital currency, including the risk that the Company fails
with regard to its goal to onboard the general public to digital
currency by building a fully compliant payment infrastructure that
enables simple conversion of fiat currency to digital currency
(USD/CAD to BTC/ETH). There can be no assurance that such
forward-looking information will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such information. Accordingly, readers should not
place undue reliance on forward-looking information.
Forward-looking statements are made based on management's beliefs,
estimates and opinions on the date that statements are made
and the Company undertakes no
obligation to update forward-looking
statements if these beliefs,
estimates and opinions or other
circumstances should change, except
as required by law. Investors are cautioned
against attributing undue certainty to forward-looking
statements.
SOURCE Banxa Holding Inc