Including Exercise by the Underwriters of Full $1.5 Million Over-Allotment Option
A Correction from Source is issued for the news release dated February 25, 2021. The warrant expiry date has been corrected from February 25, 2022 to February 25, 2023.
Toronto, Ontario and Mumbai, India and Los Angeles, California--(Newsfile Corp. - February 25, 2021) - QYOU Media Inc. (TSXV: QYOU) is pleased to announce that it has closed its previously announced bought deal short form prospectus offering, including the full exercise of the underwriters' over-allotment option. In connection with the offering, QYOU Media issued a total of 41,071,560 units of in the capital of QYOU Media. The units were sold at a price of $0.28 per unit for aggregate gross proceeds of $11,500,037. The offering was underwritten by Clarus Securities Inc., Canaccord Genuity Corp. and Gravitas Securities Inc.
As a joint statement, QYOU Media Co-Founders, G. Scott Paterson, Board Chair and Curt Marvis, Chief Executive Officer, said, "We are thrilled to be supported by a group of prestigious investment firms and individuals who understand the tremendous potential of what we are building at QYOU Media. This marks the beginning of what we believe will be a new phase of growth for our business units in India and the United States. This growth emanates from a foundation of strong partnerships, distribution, monetization opportunities and most of all… great people making great content. We look forward to 2021 being a breakout year for our business and our partners."
Each unit consisted of one common share in the capital of QYOU Media and one-half of one common share purchase warrant. Each whole warrant will entitle the holder thereof to acquire one common share of QYOU Media at a price of $0.45 per share until February 25, 2023.
The offering also includes a subscription by G. Scott Paterson, Co-Founder and Chairman of QYOU Media, for 257,142 units, representing a $72,000 investment.
The net proceeds from the offering are expected to be used towards (i) QYOU Media's United States influencer marketing business; (ii) the continued build-out of QYOU Media's Indian operations; and (iii) working capital and general corporate purposes. For additional details regarding the use of proceeds of the offering, please see QYOU Media's final short form prospectus dated February 22, 2021, which is available under QYOU Media's profile on SEDAR at www.sedar.com.
Subscriptions by insiders of QYOU Media accounted for approximately $72,000 of the gross proceeds of the offering. Participation by the insiders in the offering is exempt from the valuation and minority shareholder approval requirements of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") by virtue of the exemptions contained in Sections 5.5(b) and 5.7(1)(b) of MI 61-101.
Following the issuance of securities by QYOU Media in connection with the offering and his subscription for 257,142 units, G. Scott Paterson announces that he now has beneficial ownership of and control over less than ten percent of the outstanding common shares of QYOU Media on a partially diluted basis. Prior to closing of the offering and his subscription, Mr. Paterson controlled 29,685,680 shares or securities convertible into shares, representing 9.36% of the issued and outstanding shares on a partially diluted basis. Following the closing of the offering and his subscription, Mr. Paterson controlled 30,071,393 shares or securities convertible into shares, representing 8.39% of the issued and outstanding shares on a partially diluted basis. For more information, or to obtain a copy of the subject early warning report, please contact Curt Marvis, Chief Executive Officer at 416-368-6464. 358271701
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities of QYOU Media Inc. in the United States, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended, or any U.S. state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons unless registered under the United States Securities Act of 1933, as amended, and applicable state securities laws or unless an exemption from such registration is available.
About QYOU Media
QYOU Media operates in India and the United States producing and distributing content created by social media stars and digital content creators. In India, we curate, produce and distribute premium content including television networks and video on demand ("VOD") for cable and satellite television, over-the-top ("OTT") and mobile platforms. In the United States, we manage influencer marketing campaigns for major film studios and brands. Founded and created by industry veterans from Lionsgate, MTV, Disney and Sony, QYOU Media's millennial and Gen Z-focused content reaches more than 650 million consumers around the world. Experience our work at www.qyoumedia.com and www.theq.tv.
Curt Marvis, Chief Executive Officer
This press release may contain "forward-looking information" and "forward-looking statements" within the meaning of applicable securities laws, including, without limitation, statements regarding the use of proceeds from the offering. All information contained herein that is not clearly historical in nature may constitute forward-looking information. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, although considered reasonable by management, are inherently subject to significant business, economic and competitive risks, uncertainties and contingencies that may cause actual financial results, performance or achievements to be materially different from the estimated future results, performance or achievements expressed or implied by those forward-looking statements and the forward-looking statements are not guarantees of future performance. Additional risks and uncertainties regarding QYOU Media are described in its publicly available disclosure documents, filed by QYOU Media on SEDAR at www.sedar.com except as updated herein. The forward-looking statements contained in this news release represent QYOU Media's expectations as of the date of this news release, or as of the date they are otherwise stated to be made, and subsequent events may cause these expectations to change. Except as required by law, QYOU Media undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. Readers are cautioned not to put undue reliance on these forward-looking statements.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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