MONTREAL, May 25, 2020 (GLOBE NEWSWIRE) — Relevium Technologies Inc. (TSX.V: “RLV”, OTCQB: “RLLVF” and Frankfurt: “6BX”) (the “Company” or “Relevium”) is pleased to announce today a private placement offering of up to 58,000,000 units (the “Units”) of the Company at a price of $0.035 per Unit (the “Offering”), with each Unit consisting of one share and one common share purchase warrant (a “Warrant”). Each Warrant entitles the holder to acquire one common share of the Company at a strike price of $0.05 for a period of two years from the date of issuance. The Warrants are subject to an acceleration feature if the volume weighted average price of the common shares trades at or above $0.075 on the TSX Venture Exchange (“TSXV”) for a period of 7 consecutive days starting from four months and a day from closing.
CLOSING OF FINANCING
The Company has received subscription agreements for a total of 51.4 million units for gross proceeds of approximately $1.8M. The Company has agreed to and may pay a finder’s fee of 10% cash and 10% broker warrants for Units sold to certain accredited investors (“Broker Warrants”). Each Broker Warrant entitles the holder to acquire one common share of the Company at a strike price of $0.05 for a period of one year from the date of issuance.
The net proceeds of the Offering will be used to fund business development as well as working capital purposes.
All securities issued pursuant to the Offering are subject to a statutory four month hold period and regulatory approval.
MINIMUM PRICE TEMPORARY RELIEF
The Offering is proceeding pursuant to an application by the Company to the TSXV for a waiver from the minimum $0.05 price for private placements pursuant to the TSXV Bulletin dated April 8, 2020 (the “Bulletin”). Under TSXV Policy 4.1 – Private Placements, the offering price for a financing involving the issuance of Listed Shares must not be less than the applicable Discounted Market Price, which includes a minimum price of $0.05. Under the current, temporary relief policy of the TSXV, the minimum offering price is revised from $0.05 to $0.01 in certain circumstances where the market price of an Issuer’s Listed Shares is not greater than $0.05.
About Relevium Technologies
Relevium is a publicly traded Company that operates in the health and wellness industry, including legal cannabis, with a primary focus on online distribution. The principal business of the Company is the identification, evaluation, acquisition and operation of brands and businesses in the health and wellness markets and medical cannabis. The Company pursues its business strategy through an acquisition and partnership model in a holistic approach to encompass a wide range of health and wellness consumer products. Relevium operates through two wholly owned subsidiaries:
BGX E-Health LLC (BGX), based in Orlando, Florida, markets dietary supplements, nutraceuticals, sports nutrition and cosmeceuticals primarily through its Bioganix® brand portfolio in the US and Europe. Relevium’s premium brands are sold at some of the world’s largest retailers including Walmart.com and Amazon.com.
Biocannabix Health Corporation (BCX), based in Montreal, Quebec, is a biopharma nutraceutical Company focused on delivering pediatric endo-medicinal nutraceuticals for cannabinoid therapy.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Note Regarding Forward-Looking Statements
This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian and United States securities laws. All statements in this news release, other than statements of historical facts, including statements regarding future estimates, plans, objectives, assumptions or expectations of future performance, are forward-looking statements and contain forward-looking information. Generally, forward- looking statements and information can be identified by the use of forward-looking terminology such as “intends” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, or “would” occur. Forward-looking statements are based on certain material assumptions and analysis made by the Company and the opinions and estimates of management as of the date of this press release. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements or forward-looking information.
Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward- looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws. We seek to rely on the applicable safe harbor.
On Behalf of the Board of Directors
RELEVIUM TECHNOLOGIES INC.
President and CEO
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