TORONTO, Feb. 1, 2020 /PRNewswire/ — SAIS Limited (“SAIS” or the “Company“) (TSXV: SAIS) is pleased to announce that it has completed its previously announced non-brokered private placement (the “Offering“) of 19,607,843 ordinary shares in the capital of the Company (the “Ordinary Shares“) at a price of CDN$0.255 to raise gross proceeds of CDN$5,000,000.
The Company also announces that it has settled an aggregate of US$1,150,000 (CDN$1,519,955) of outstanding indebtedness with certain existing arm’s length debt holders through the issuance of 5,960,607 Ordinary Shares at the same price of CDN$0.255 per share (the “Debt Settlement”).
Pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”), the Offering constitutes a “related party transaction” as a director of the Company purchased 19,607,843 Ordinary Shares. Prior to the completion of the Offering and Debt Settlement, the director owned 17,033,390 Ordinary Shares, representing 52.6% of the then total issued and outstanding Ordinary Shares of the Company. Immediately following the completion of the Offering and Debt Settlement, the director owned and controlled a total of 36,641,233 Ordinary Shares, representing 63.2% of the Company’s issued and outstanding Ordinary Shares.The Company is relying on exemptions available under MI 61-101 from the formal valuation and minority approval requirements.
The Ordinary Shares issuable in connection with the Offering and the Debt Settlement are subject to a hold period expiring four months and one day from the date hereof.
No Offering in the United States
The Ordinary Shares will not be registered under the United States Securities Act of 1933, as amended, (the “1933 Act“) and may not be offered, sold or delivered, directly or indirectly, in the United States, or to, or for the account or benefit of, “U.S. persons” (as defined in Regulation S under the 1933 Act), except pursuant to an exemption from the registration requirements of the 1933 Act. This press release does not constitute an offer to sell or a solicitation of an offer to buy any Ordinary Shares in the United States or to, or for, the account or benefit of, U.S. persons.
About SAIS Limited
Singapore-based SAIS Limited (TSXV: SAIS) is a global provider of advanced technology solutions, business intelligence and supporting services. We connect businesses with their customers through end-to-end intelligent solutions. A leader in the development of mobile commerce platforms, we are focused to create technology aimed at providing unique digital experiences to foster ground-breaking client-customer relationships. To learn more about our group, visit our website: sais-group.com
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