News Release
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES OR TO U.S. PERSONS
SMARTCOOL ANNOUNCES CLOSING OF FIRST TRANCHE OF UNIT OFFERING
Vancouver, British Columbia November 10, 2017 – SmartCool Systems Inc. (TSXV: SSC) (OTCQB: SSCFF) (“Smartcool” or the “Company”) is pleased to announce that, further to its news release dated August 3, 2017, it has closed (the “Closing”) the first tranche of its non-brokered private placement (the “Offering”) of up to 5,000 units (each, a “Unit”) of the Company for $1,000 per Unit. Each Unit is comprised of one 8% unsecured non-convertible debenture of the Company and 1,000 common shares (each, a “Common Share”) of the Company. In the first tranche, the Company sold 451 Units, for gross proceeds of $451,000.
The Company intends to close the second tranche of the Offering on or before November 30, 2017. The Company intends to use the net proceeds of the Offering to finance installations of its proprietary control technologies in the energy efficiency sector as part of its overall growth strategy, and for general working capital.
The Common Shares issued in the first tranche of the Offering are subject to a hold period expiring March 8, 2018.
In connection with the Closing, the Company paid a selling commission to Ascenta Finance Corp. (“Ascenta”) of $36,080 and issued 656,000 non-transferable broker warrants (each, a “Broker Warrant”) to Ascenta. Each Broker Warrant entitles the holder to purchase one common share of the Company at a price of $0.055 per share until November 7, 2019.
This press release is not an offer of securities for sale in the United States. None of the securities issued or issuable in connection with the Offering have been or will be registered under the United States Securities Act of 1933, as amended (the “1933 Act”), and none of them may be offered or sold in the United States absent registration or an exemption from the registration requirements of the 1933 Act. This press release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Smartcool
Smartcool Systems Inc. (TSXV: SSC) provides cutting edge energy efficient and energy cost reduction solutions for businesses around the world. The ECO3 and ESM are Smartcool’s unique retrofit technologies that reduce the energy consumption of compressors in air conditioning, refrigeration and heat pump systems by 15% to 20%, giving a return on investment in 12 to 36 months.
On behalf of Smartcool Systems Inc.
Theodore Konyi, President
604.669.1388
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.
