Mr. Jonathan Hoyles reports
PERK LABS ANNOUNCES BINDING LETTER OF INTENT, BOARD APPOINTMENT, AND EXTENSION OF PRIVATE PLACEMENT
Perk Labs Inc. has signed a binding letter of intent (LOI) to merge with Getit Technologies Inc. This follows the previously announced non-binding LOI between the two companies, which was announced on Dec. 19, 2022. The company also announced today the appointment of Patrick Power to its board of directors and the extension of the closing date of its previously announced private placement of convertible debenture units.
The transaction and binding LOI
The merged company will be a leading provider of digital technology solutions for delivery ordering and digital loyalty rewards, with a strong presence in four major Canadian cities. The goal of the combined entity is to build an integrated organization that delivers intelligent digital solutions to small- and medium-sized businesses across Canada and beyond. By leveraging the expertise and resources of both Perk and Getit, the merged company will be well positioned to drive growth and innovation. Under the terms of the binding LOI:
- Perk will acquire 100 per cent of the outstanding shares of Getit in exchange for a number of shares of Perk equal to 90 per cent of the issued and outstanding shares of Perk immediately prior to the completion of the transaction.
- Perk will change its name and rebrand as Getit Local.
- Ryan Hardy, the chief executive officer of Getit, will be appointed as chief executive officer and Jonathan Hoyles will remain with the company as in-house legal counsel.
- On closing of the transaction, two members of Perk's board of directors will be stepping down and two new directors will be appointed representing Getit.
- A break fee will be payable by the terminating party if either party terminates the LOI without cause or for convenience prior to the completion of the transaction.
Each party is conducting its respective due diligence and the contemplated transaction remains subject to stock exchange and regulatory approval. Subject to the completion of each company's due diligence to its sole satisfaction, the parties will negotiate and proceed to enter into a definitive agreement, with a view to completing the transaction on or before Feb. 28, 2023.
"We are thrilled to be taking this important step towards merging with Getit. I am excited to work with their talented team and am confident their exceptional sales and marketing capabilities will drive growth and success for our combined company," commented Mr. Hoyles, CEO of Perk. "We plan to sign the definitive agreement later this month, at which point further information about the transaction and our plans will be released. The binding LOI ensures that both parties are committed to creating a strong and successful company and the break fee serves as a further assurance of the merger's success."
"We are excited to reach this next step in the merger between Perk and Getit," said Mr. Hardy, CEO of Getit. "Perk has developed valuable technology solutions and we are excited to bring our own expertise to the table as we join forces. This merger will bring together the best of both worlds and allow us to deliver even more value to our users, customers, business partners and shareholders."
Appointment of Mr. Power to the board
The company is also pleased to announce that it has appointed Mr. Power to the company's board of directors, effective immediately.
Mr. Power brings a wealth of experience in business and finance to the board. He is the chairman and president of James Edward Capital Corp., an Ottawa-based boutique investment bank focused on emerging growth companies, and is advising the company on its strategic options. Mr. Power has significant experience in finance and governance, having previously served in senior executive roles for several Toronto Stock Exchange-/TSX Venture Exchange-listed technology companies.
"I am excited to be joining Perk's board and I look forward to the opportunity to help contribute to the company's next chapter of growth," said Mr. Power.
"The board of directors and I are excited to welcome Patrick to the company. His experience will be hugely valuable to our board and the company moving forward as it executes on its M&A [merger and acquisition] strategy," said Mr. Hoyles, CEO, Perk Labs.
Extension of private placement
The company also announced today that it is extending the closing date of its non-brokered private placement offering of debenture units at a price of $10,000 per debenture unit, for gross proceeds of up to $500,000. Each debenture unit consists of (i) a 15 per cent unsecured convertible debenture of the company in the principal amount of $10,000; and (ii) 200,000 common share purchase warrants. The company intends to close the private placement prior to Jan. 31, 2023, unless further extended. A finder's fee may be payable in connection with the private placement.
Further details of the private placement are provided in the press release of the company dated Dec. 13, 2022.
About Perk Labs Inc.
Perk Labs is the owner of Perk Hero, the mobile commerce platform on a mission to empower business owners with the digital tools to provide their customers with dining experiences that are more engaging, convenient and rewarding. Perk Hero is growing through a unique community-driven digital franchise business that is available to entrepreneurs at an attractive start-up price.
We seek Safe Harbor.
© 2023 Canjex Publishing Ltd. All rights reserved.