Prospectus Offering for Units
3TL Technologies Corp. Announces Short Form Prospectus Offering of Units
VANCOUVER, BC–(Marketwired – November 06, 2015) –
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATES
3TL Technologies Corp. (TSX VENTURE: TTM) (the “Company“), announces that it has filed a preliminary short form prospectus with the securities regulatory authorities in the provinces of British Columbia, Alberta and Ontario in connection with an offering (the “Offering“), on a commercially reasonable efforts basis, of units (the “Units“), at a price to be determined in the context of the market (the “Offering Price“), to raise estimated gross proceeds of up to $2,000,000. Each Unit will consist of one common share and one-half of one common share purchase warrant (each a “Warrant“). Each whole Warrant will entitle the holder thereof to purchase one additional common share for a period of 24 months from the date of closing of the Offering at a price yet to be determined.
Global Securities Corporation (the “Agent“) has agreed to act as agent in connection with the Offering. The Company will pay a cash commission to the Agent of 8% of the gross proceeds raised under the Offering and will issue agent’s options entitling the Agent to purchase that number of common shares of the Company equal to 8% of the total number of Units sold under the Offering at the Offering Price, including those issued pursuant to the exercise of the over-allotment option (described below), for a period of 24 months after the closing of the Offering.
The Company has granted the Agent an over-allotment option exercisable for a period of 30 days following the Closing to issue such number of additional Units of the Company equal to 15% of the Units sold under the Offering at the Offering Price.
The Offering is expected to close on or about November 23, 2015 or such other date as agreed to by the Company and the Agent. Completion of the Offering is subject to certain customary conditions including, but not limited to, the receipt of all necessary approvals including the approval of the applicable provincial securities regulators and the TSX Venture Exchange.
The net proceeds of the Offering will be used to fund the Company’s sales, marketing, and research and development activities and for general working capital purposes.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described in this news release in the United States. Such 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, accordingly, may not be offered or sold within the United States, or to or for the account or benefit of persons in the United States or “U.S. Persons”, as such term is defined in Regulation S promulgated under the U.S. Securities Act, unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from such registration requirements.
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About 3TL Technologies Corp.
The Company’s core product Platform3, launched in early 2014, is a consumer-to-consumer content marketing, data mining, loyalty and rewards platform used by brands to engage consumers on the web or mobile phone through digital and social channels. Platform3 enables brands to facilitate the distribution of relevant brand content through friend-to-friend sharing via social media. Platform3 collects and analyzes data to determine which consumers are most valuable to a brand based on their level of social media brand engagement. The platform also incentivizes and rewards consumers for sharing brand content on their personal social channels. Customers access Platform3 through a cloud-based subscription service. For more information, visit <a href="http://ctt.marketwire.com/?release=11G071019-001&id=7631191&type=0&url=http%3a%2f%2fwww try here.3tierlogic.com” target=”_blank”>www.3tierlogic.com.
Cautionary Statement Regarding “Forward-Looking” Information
Some of the statements contained in this press release are forward-looking statements and information within the meaning of applicable securities laws such as the proposed completion of the Offering. Forward-looking statements and information can be identified by the use of words such as “plans”, “expects”, “intends”, “is expected”, “potential”, “suggests” or variations of such words or phrases, or statements that certain actions, events or results “may”, “could”, “should”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking statements and information are not historical facts and are subject to a number of risks and uncertainties beyond the Company’s control. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this news release. Accordingly, readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements, except as may be required by law.
Neither TSX Venture Exchange nor its Regulations Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.