News Release
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
SMARTCOOL ANNOUNCES PRIVATE PLACEMENT OFFERING
Vancouver, British Columbia August 10, 2017
Smartcool Systems Inc. (TSXV:SSC) (the “Company”) is pleased to announce a non-brokered private placement offering (the “Offering”) of up to 8,000,000 units (the “Units”) at a price of $0.05 per Unit, for maximum gross proceeds of $400,000.
Each Unit will be comprised of one common share in the capital of the Company (a “Share”) and one non-transferable share purchase warrant (a “Warrant”). Each Warrant will entitle the holder to purchase one additional Share in the capital of the Company (a “Warrant Share”) for a period of 2 years from the closing date at an exercise price of $0.07, subject to an acceleration provision whereby, in the event that the Company’s common shares have a closing price on the TSX Venture Exchange (the “TSX-V”) of greater than $0.11 per share for a period of 20 consecutive trading days, the Company may accelerate the expiry date of the warrants by giving notice to the holders thereof and, in such case, the warrants will expire on the 30th day after the date on which such notice is given to the holders.
Finder’s fees or brokers’ commissions may be paid in accordance with the TSX-V policies.
The Offering is subject to approval from the TSX Venture Exchange. All Shares and Warrant Shares issued will be subject to resale restrictions imposed by applicable law or regulation, including a four month hold period that will begin on the Closing Date.
This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any of the Shares or Warrants in the United States. These securities have not been and will not be registered under the United States Securities Act of 1933, as amended (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 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
