Mr. Liran Brenner reports
SUPERBUZZ ANNOUNCES CLOSING OF FINAL TRANCHE OF PRIVATE PLACEMENT OF SPECIAL WARRANTS
Superbuzz Inc., further to its news releases dated Dec. 24, 2024, Jan. 10, 2025, and Feb. 4, 2025, has closed the final tranche of its previously announced non-brokered private placement financing of special warrants of the company at a price of 16 cents per special warrant for gross proceeds of $258,554.06. Together with the first tranche, the company raised aggregate gross proceeds of $706,554.06 through the issuance of 4,415,962 special warrants.
Pursuant to this final tranche, the company issued 1,615,963 special warrants. Each special warrant shall be automatically exchanged for units of the company upon satisfaction of the following conditions: (i) receipt of shareholder approval with respect to the consolidation (as defined below); (ii) completion of the consolidation; and (iii) receipt of all corporate and regulatory approvals, including the approval of the TSX Venture Exchange, for the offering and the consolidation.
Each unit issued upon satisfaction of the exercise conditions shall consist of one common share in the capital of the company and one common share purchase warrant of the company. Each warrant shall entitle the holder to purchase one common share for a period of 24 months from the initial closing date of the offering at the following exercise prices: (i) 22 cents per common share if exercised within the first 12 months from the closing date; and (ii) 28 cents per common share if exercised during the subsequent 12-month period.
The company shall use its reasonable best efforts to satisfy the exercise conditions on or before the date that is six months following the closing date. In the event that the exercise conditions are not satisfied on or before the special warrant expiry time, the special warrants shall be automatically exchanged for promissory notes of the company, in the principal amount that is equal to each subscriber's subscription amount. The notes shall be immediately payable and shall accrue interest at a rate of 18 per cent per annum, calculated on a daily basis.
The net proceeds of the offering will be used for marketing and advertising the company's core platform to potential end customers, for sales initiatives, for working capital, and for general corporate purposes.
As previously announced, the company intends to consolidate its issued and outstanding common shares on the basis of one postconsolidation common share for four preconsolidation common shares. The company's shareholders approved the consolidation at the company's annual general and special meeting held on Dec. 10, 2024. The completion of the consolidation remains subject to receipt of all necessary approvals, including shareholder approval and the approval of the TSX Venture Exchange.
The offering remains subject to the company obtaining all necessary corporate and regulatory approvals, including the approval of the TSX Venture Exchange. All securities issued in connection with the offering will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation in Canada.
About Superbuzz Inc.
Superbuzz is revolutionizing how people interact with technology. Its artificial intelligence (AI) platform leverages GPT-3 to automate many processes, including push notifications and content creation. The platform simplifies the user experience, allowing for advanced digital interaction that cuts back on manual tasks. Moreover, Superbuzz's AI platform intelligently responds to small and medium-sized businesses' unique needs, making it an incredibly reliable and powerful tool for various applications.
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