NOT FOR RELEASE OR DISSEMINATION IN THE UNITED STATES
TORONTO, Jan. 14, 2020 — ARHT Media Inc. (the “Company” or “ARHT”) (TSX-V:ART), a global leader in the development, production and distribution of high-quality hologram content through its patented Holographic Telepresence, is pleased to announce a non-brokered private placement of 2020 Series A Secured Debentures of the Company (each, a “Debenture”), to raise up to $1,500,000 (the “Offering”).
The Debentures will be issued at a price of $0.9175 for each one dollar ($1) of principal amount of Debenture subscribed for, representing a 12% discount to the Debentures’ principal amount over a nine-month period. The Debentures will be redeemed at their principal amount upon maturity, in cash. If the Offering is fully subscribed, the aggregate principal amount of Debentures issued will be $1,634,877.
The Debentures will mature on that date which is nine months and one day following the initial closing date of the Offering (the “Maturity Date”). If, prior to the Maturity Date, either the Company completes a private placement financing that raises gross proceeds of no less than $4 million, or if a change of control of ARHT or a sale or disposition by ARHT of all or substantially all of its assets should occur, then the Maturity Date will be accelerated to such earlier date.
The Debentures will be secured by way of a general security agreement made in favour of a collateral agent acting as agent for all of the holders of the Debentures, granting a security interest in substantially all of ARHT’s assets. The Company will have the right to prepay any or part of the Debentures at any time prior to the Maturity Date by paying the principal amount of the Debentures.
Subscribers for Debentures will receive a one–half common share purchase warrant (each whole warrant, a “Warrant”) for each one dollar ($1) invested. Each whole Warrant will entitle the holder to purchase one common share of the Company (a “Common Share”), at an exercise price of $0.15 per share for a period of nine months following the initial closing of the Offering. If at any time after the date that is four months and one day following the initial closing of the Offering, the closing price of the outstanding Common Shares is greater than $0.25 for a period of 20 consecutive trading days, the Company may, at its option, accelerate the expiry date of the Warrants to the date that is 30 days after the Company gives notice to the holders of the Warrants or issues a press release to the effect that it has elected to exercise this acceleration right.
The Debentures and the Warrants will be subject to a four-month statutory hold period commencing on the date of their issuance. Subject to the foregoing, the Debenture may not be assigned transferred or resold except upon the prior written consent of the Company. The Warrants may not be assigned, transferred or resold, except upon the prior written consent of the Company and the TSX Venture Exchange. The Company may pay finder’s fees in accordance with TSX Venture Exchange policies.
Closing of the Offering may occur in one or more tranches. The first closing is anticipated to occur on or about January 24, 2020, and is subject to certain conditions, including receipt of the approval of the TSX Venture Exchange.
The Company will use the net proceeds from the sale of the Units to increase sales and marketing activity, to develop and bring to market Holopod, to increase the inventory of event delivery kits to service growing demand, and for general working capital purposes.
About ARHT Media
ARHT Media’s patented holographic telepresence technology is a complete end-to-end solution that creates a sense of presence for audiences – as though the holographic presenter was actually live in the room. With no noticeable latency, ARHT Media makes two-way live communication with a 3D holographic presenter anywhere in the world possible. We can also playback pre-recorded content and 3D animations on our displays to deliver rich holographic experiences.
Connect with ARHT Media
For more information, please visit http://www.arhtmedia.com or contact the investor relations group at firstname.lastname@example.org.
ARHT Media trades under the symbol “ART” on the Toronto Venture Stock Exchange.
ARHT Media Press Contact
This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, disclosure related to the Company’s sales funnel; the Company’s technology; the potential uses for the Company’s technology; the future planned events using the Company’s technology; the future success of the Company; the ability of the Company to monetize the Holographic Telepresence technology; the development of the Company’s technology; and interest from parties in ARHT’s products. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking information is 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 information, including but not limited to: general business, economic and competitive uncertainties; regulatory risks; risks inherent in technology operations; and other risks of the technology industry. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in 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 information 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 information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The 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, or for the account or benefit of U.S. persons (as defined in Regulation S under the 1933 Act) absent such registration or an applicable exemption from such registration requirements.
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.