THIS PRESS RELEASE IS NOT FOR PUBLICATION OR DISSEMINATION IN THE UNITED STATES, FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW
GOVERMEDIA PLUS ANNOUNCES COMPLETION OF INITIAL PUBLIC OFFERING
Vancouver, British Columbia: March 1, 2018 – GoverMedia Plus Canada Corp. (CSE: MPLS) (“GoverMedia” or the “Company”) is pleased to announce that, on February 28, 2018, it successfully completed its initial public offering (the “IPO”) of 3,546,700 common shares (the “Shares”) at a price of $0.50 per Share for total gross proceeds of $1,773,350 (the “Proceeds”).
Pursuant to the agency agreement dated January 3, 2018, Mackie Research Capital Corporation acted as agent (the “Agent”) for the IPO. GoverMedia paid to the Agent an aggregate cash commission equal $131,868. In addition, GoverMedia granted the Agent and its sub-agents non-transferable warrants entitling the Agent and its sub-agents to purchase a total of 263,736 Shares at a price of $0.50 per Share until February 28, 2020. In connection with closing of the IPO, the Agent also received a corporate finance fee, which consisted of cash and 64,955 warrants exercisable at $0.50 per share until January 8, 2020.
The closing of the IPO followed the successful completion of a $1,000,000 capital raise pursuant to the exchange of sub receipts that occurred in connection with the filing of the final prospectus on January 8, 2018 (the “Sub-receipt Closing”). The Sub-Receipt Closing resulting in the issuance of 2,000,000 common shares at a deemed price of $0.50 per share to holders of subscription receipts upon the issuance of the receipt for the final prospectus by the British Columbia Securities Commission. The Company paid $40,000 in cash and issued 35,045 warrants to certain finders upon closing (the “Finder’s Warrants”). Each Finder’s Warrant is exercisable for one common share at $0.50 per share until January 8, 2020.
GoverMedia’s common shares were listed on the Canadian Securities Exchange (“CSE”) effective February 28, 2018 and halted pending completion of the IPO. GoverMedia anticipates that its common shares will resume trading on the CSE on March 1, 2018 under the symbol “MPLS”. Listing and disclosure documents are available at www.thecse.com.
Roland J. Bopp, CEO of GoverMedia Plus Canada Corp. commented, “The Company is pleased to be listed on the Canadian Securities Exchange; an exchange that embraces innovation and technology. The IPO process and resulting listing have provided access to the capital markets that will enable the Company to successfully roll out its internet platform.”
GoverMedia also announces the appointment of Mr. Arvin Ramos as Chief Financial Officer of the Company. Mr. Ramos brings extensive public company experience to GoverMedia. In connection with the appointment of Mr. Ramos and as disclosed in the prospectus, the Company has issued 225,000 options to directors and officers of the Company with an exercise price of $0.50 and which expire on February 28, 2023.
In addition, Mr. Aleksander Pushilin announces that he holds an aggregate of 13,750,000 common shares (the “Securities”), representing approximately 31.8% of the issued and outstanding common shares of GoverMedia on an undiluted basis. The Securities were purchased by Mr. Pushilin prior to the IPO and he holds no other convertible securities.
The Securities held by Mr. Pushilin are subject to an Escrow Agreement in accordance with National Policy 46-201 – Escrow for Initial Public Offerings. Upon release of the Securities from escrow pursuant to the terms of the Escrow Agreement, Mr. Pushilin may dispose of the Securities in accordance with applicable securities laws. Mr. Pushilin may, from time to time and at any time, acquire additional shares and/or other equity, debt or other securities or instruments of GoverMedia in the open market or otherwise, and reserve the right to dispose of any or all of his Securities in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to the Securities, the whole depending on market conditions, the business and prospects of GoverMedia and other relevant factors, including compliance with applicable securities laws.
A copy of the early warning report to be filed by Mr. Pushilin will be available on SEDAR under GoverMedia’s profile. This news release is issued under the early warning provisions of the Canadian securities legislation.
This press release is not an offer of securities of the Company for sale in the United States. The Common Shares of the Company may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended (the U.S. Securities Act”), or an exemption from such registration. The Common Shares have not been and will not be publicly offered in the United States. The Common Shares have not been and will not be registered under the U.S. Securities Act or any state securities laws.
About GoverMedia Plus Canada Corp.
GoverMedia Plus Canada Corp. is a Canadian holding company with a fully owned Russian technology subsidiary. GoverMedia has developed a fully operational state of the art internet platform offering allinclusive online services such as, e-commerce, social media, multimedia, corporate auctions, corporate database, messaging platform and crowdfunding services. We believe the GoverMedia platform is the first and only internet platform offering such a wide range of online services accessible via only one account. The Company’s management and advisors have extensive expertise in the Telecommunications, High-Technology, Corporate Development and Finance fields. www.gm.plus and
For further information, please contact:
Roland J. Bopp
President and CEO