Abaxx Technologies Inc. Announces Closing of $24.7M Bought Deal Financing Including Full Exercise of Over-Allotment Option, Listing of Warrants, and Insider Participation
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TORONTO, May 14, 2021 (GLOBE NEWSWIRE) — Abaxx Technologies Inc., (ABXX:NEO)(ABXXF:OTCQB) (“Abaxx” or the “Company”), is pleased to announce that it has closed its previously announced bought deal financing (the “Offering”).
The Company issued a total of 6,506,585 units (the “Units”) on a bought deal basis, at an offering price of C$3.80 per Unit (the “Offering Price”), which includes 848,685 Units issued pursuant to the exercise of an over-allotment option, in full, for gross proceeds of approximately C$24.72 million. Each Unit consists of one common share (a “Common Share”) in the capital of the Company and one-half of one Common Share purchase warrant (each whole Common Share purchase warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Common Share at a price of C$5.10 for a period of 24 months following the closing of the Offering.
The Company intends to use the net proceeds of the Offering towards its Singapore clearinghouse and exchange operations, including obtaining regulatory approval from the Monetary Authority of Singapore, and for general corporate and working capital purposes.
The Offering was co-led by Cormark Securities Inc. and BMO Capital Markets, together with Canaccord Genuity Corp. and Raymond James Ltd. (collectively the “Underwriters”). In connection with the Offering, the Company paid the Underwriters a cash commission of 6% of the aggregate gross proceeds raised from the Offering, subject to a cash commission equal to 3% in respect of sales to members of a president’s list, such sales to president’s list members not to exceed C$8,600,000.
“We welcome our newest institutional investors and thank them for their vote of confidence,” said Abaxx Chief Executive Officer, Josh Crumb. “Following this financing we have successfully positioned ourselves for the commercial launch of a regulated commodity futures exchange and clearing house, backed by a robust technological infrastructure. I have personally invested in the current funding round, and we at Abaxx are even more optimistic to have been so well received by both traditional and institutional financial participants, in particular Singapore-based investors, accounting for over one quarter of the base subscription. We look forward to providing further business updates in the near-term as we move forward towards our 2021 Abaxx Commodity Exchange launch in Singapore, providing the global market important new price signals and risk management tools for the great energy transition.”
In connection with the Offering, the Company’s Warrants have been approved for listing on the Aequitas NEO Exchange Inc. and are expected to commence trading on or about May 19, 2021 under the symbol ABXX.WT. The Warrants were issued pursuant to a warrant indenture dated May 14, 2021 between the Company and Computershare Trust Company of Canada (the “Warrant Indenture”). A copy of the Warrant Indenture is available under the Company’s SEDAR profile at www.sedar.com.
Certain officers and directors of the Company (collectively, the “Participating Insiders“) participated in the Offering and acquired an aggregate of 200,000 Units pursuant to the Offering. The participation of the Participating Insiders in the Offering constitutes a “related party transaction”, as such term is defined in Multilateral Instrument 61-101 – Protection of Minority Shareholders in Special Transactions (“MI 61-101“), and would require the Company to receive minority shareholder approval for, and obtain a formal valuation for the subject matter of, the transaction in accordance with MI 61-101, prior to the completion of such transaction. However, in completing the Offering, the Company has relied on exemptions from the formal valuation and the minority shareholder approval requirements of MI 61-101, in each case on the basis that the fair market value of the Participating Insiders’ participation in the Offering does not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101. The Company did not file a material change report more than 21 days before the closing date of the Offering (the “Closing Date“) due to the limited time between the launch date of the Offering and the Closing Date.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of securities in the “United States” or to “U.S. Persons” (as such terms are defined in Regulation S under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”)). The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Abaxx Technologies
Abaxx is a development stage financial software company that has created proprietary technological infrastructure for both global commodity exchanges and the digital marketplace. The company’s formative technology increases transaction velocity, data security, and facilitates improved risk management for the majority owned, Abaxx Singapore Pte. Ltd. (“ACX”, “Abaxx Commodity Exchange”, or “Abaxx.Exchange”) – a commodity futures exchange that is seeking final regulatory approvals as a Recognized Market Operator (“RMO”) and Approved Clearing House (“ACH”) with the Monetary Authority of Singapore (“MAS”). Abaxx is the creator and producer of the SmarterMarkets™ podcast.
For more information please visit abaxx.tech, abaxx.exchange and SmarterMarketsPod.com
Media and investor inquiries:
Abaxx Technologies Inc.
Paris Golab, Investor Relations
Tel: +246 243-3390
E-mail: [email protected]
This News Release includes certain “forward-looking statements” which do not consist of historical facts. Forward-looking statements include estimates and statements that describe Abaxx or the Company’s future plans, objectives or goals, including words to the effect that Abaxx expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as “seeking”, “believes”, “anticipates”, “expects”, “estimates”, “may”, “could”, “would”, “will”, or “plan”. Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on information currently available to Abaxx, Abaxx does not provide any assurance that actual results will meet management’s expectations. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward looking information in this news release includes, but is not limited to, Abaxx’ objectives, goals or future plans, statements, timing of the commencement of operations and estimates of market conditions. Such factors include, among others: risks relating to the global economic climate; dilution; the Company’s limited operating history; future capital needs and uncertainty of additional financing; the competitive nature of the industry; currency exchange risks; the need for Abaxx to manage its planned growth and expansion; the effects of product development and need for continued technology change; protection of proprietary rights; the effect of government regulation and compliance on Abaxx and the industry; network security risks; the ability of Abaxx to maintain properly working systems; reliance on key personnel; global economic and financial market deterioration impeding access to capital or increasing the cost of capital; and volatile securities markets impacting security pricing unrelated to operating performance. In addition, particular factors which could impact future results of the business of Abaxx include but are not limited to: operations in foreign jurisdictions, protection of intellectual property rights, contractual risk, third party risk; clearinghouse risk, malicious actor risks, third-party software license risk, system failure risk, risk of technological change; dependence of technical infrastructure, an inability to predict and counteract the effects of COVID-19 on the business of the Company, including but not limited to the effects of COVID-19 on the price of commodities, capital market conditions, restriction on labour and international travel and supply chains. Abaxx has also assumed that no significant events occur outside of Abaxx’ normal course of business.
Abaxx cautions that the foregoing list of material factors is not exhaustive. In addition, although Abaxx has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated or intended. When relying on Abaxx forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Abaxx has assumed that the material factors referred to in the previous paragraph will not cause such forward-looking statements and information to differ materially from actual results or events. However, the list of these factors is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors. The forward-looking information contained in this press release represents the expectations of Abaxx as of the date of this press release and, accordingly, is subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. Abaxx does not undertake to update this information at any particular time except as required in accordance with applicable laws. The NEO Exchange does not accept responsibility for the adequacy or accuracy of this press release.