LAVAL, Québec, July 31, 2018 (GLOBE NEWSWIRE) — Urbanimmersive Inc. (“Urbanimmersive” or the “Corporation“) (TSX VENTURE: UI.V) (OTC PINK: UBMRF), the real estate content marketing platform, is pleased to announce that it closed on July 30, 2018 a private placement of convertible debentures and units for gross proceeds of $2,461,500 (the “Private Placement“) in connection with the acquisition of Tourbuzz, LLC by the Corporation (the “Acquisition“). The remaining portion of the cash component of the purchase price for the Acquisition will be funded by a senior secured debt.
Urbanimmersive issued 1,634 secured extendible convertible debentures (the “Convertible Debentures“) at an issue price of $1,250 per Convertible Debenture for gross proceeds of $2,042,500. The Convertible Debentures are convertible into common shares in the capital of the Corporation (“Common Shares“) at a price of $0.125 per Common Share. The Convertible Debentures will bear interest at a rate of 10% per annum and will mature on the date which is four years from the closing date of the Private Placement, unless the Acquisition is not completed before September 30, 2018 or the Corporation announces that it will not complete the Acquisition, in which case the Convertible Debentures will mature as at such date (the “Maturity Date“). The Corporation also issued to each purchaser of Convertible Debentures a number of detachable Common Share purchase warrants (“Detachable Warrants“) equal to the principal amount of Convertible Debentures subscribed by each purchaser. Each Detachable Warrant will be exercisable into one Common Share at a price of $0.25 until the Maturity Date.
Urbanimmersive also issued 3,352,000 units (the “Units“) at the price of $0.125 per Unit for gross proceeds of $419,000. Each Unit is comprised of one Common Share and one Common Share purchase warrant (“Unit Warrant“). Each Unit Warrant will be exercisable in one Common Share at a price of $0.125 until the date which is four years from the closing date of the Private Placement.
Leede Jones Gable Inc. (the “Agent“) has acted as agent in connection with the Private Placement. The Corporation has paid a cash commission of $166,920 to the Agent and has granted to the Agent (i) 1,307,200 compensation options, with each compensation option being exercisable at an exercise price of $0.125 into one Common Share and 0.125 common share purchase warrant (exercisable into one Common Share at a price of $0.25 until the date which is four years from the closing date of the Private Placement); (ii) 268,160 compensation options, with each compensation option being exercisable at an exercise price of $0.125 into one Common Share and one common share purchase warrant (exercisable into one Common Share at a price of $0.125 until the date which is four years from the closing date of the Private Placement); and (iii) 125,000 corporate fee warrants, with each corporate fee warrant being exercisable into one Common Share at a price of $0.125 until the date which is four years from the closing date of the Private Placement.
The net proceeds of the Private Placement will be used to pay a portion of the cash component of the purchase price for the Acquisition. The remaining portion of the cash component of the purchase price for the Acquisition will be funded by a senior secured debt. The Acquisition, which is still subject to customary closing conditions and the receipt of required regulatory approvals (including stock exchange), is expected to be completed in August 2018.
“We are extremely happy to announce the closing of the financing for the acquisition of Tourbuzz”, said the Company’s Chief Executive Officer, Ghislain Lemire. “I would like to thank everyone who helped Urbanimmersive complete another important step of this acquisition of a US-based leader in real estate photographer software solutions; Urbanimmersive’s board of directors, advisory team, staff and every investors who supported and still support Urbanimmersive”, concluded M. Lemire.
Concurrently with the Private Placement, the Corporation also issued to an institutional investor, in replacement, and in consideration for the cancellation, of existing secured convertible debentures in a principal amount of $400,000 held by such investor, 320 secured extendible convertible debentures and 400,000 common share purchase warrants, both with identical terms as the Convertible Debentures and the Detachable Warrants (the “Replacement Private Placement“).
All securities issued under the Private Placement and the Replacement Private Placement were issued pursuant to exemptions from the prospectus requirements of applicable securities laws and are subject to a statutory resale restriction until December 1, 2018.
The TSX Venture Exchange has not reviewed this press release and has neither approved nor disapproved the contents of this press release.
Urbanimmersive is a content marketing platform for real estate professionals. The Corporation connects real estate professionals, photographers and writers in order to simplify and optimize original content production workflow. Urbanimmersive enables its customers to leverage their marketing investment while increasing productivity, competitiveness, their web visibility, consumer engagement with their brand and ultimately, their revenue.
Caution of Forward-Looking Statements
Certain statements in this news release, other than statements of historical fact, are forward-looking information that involves various risks and uncertainties. Such statements relating to, among other things, completion and expected timing of the Acquisition; whether the Acquisition will be successful; the receipt of required regulatory approvals (including stock exchange) in respect of the Acquisition; are necessarily subject to risks and uncertainties, some of which are significant in scope and nature. These uncertainties may cause actual results to differ from information contained herein. There can be no assurance that such statements will prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. These and all subsequent written and oral forward-looking statements are based on the estimates and opinions of the management on the dates they are made and expressly qualified in their entirety by this notice. The Corporation assumes no obligation to update forward-looking statements should circumstances or management estimates or opinions change. For additional information with respect to certain of these and other assumptions and risk factors, please refer to the last Corporation’s MD&A filed with the Canadian securities commissions. The forward-looking statements contained in this press release represent our expectations as of the date hereof. We disclaim any intention and assume no obligation to update or revise any forward-looking statements.
For more information:
President & CEO
514-394-7820 X 202