Vancouver, B.C. - TheNewswire - August 07, 2020 - Marble Financial Inc. (CSE:MRBL) (CNSX:MRBL.CN) (OTC:MRBLF) ("Marble" or the "Company") a financial technology company that empowers Canadians' toward a positive financial future, is pleased to announce that it plans to conduct a non-brokered private placement of up to 6,666,666 units of the Company ("Units") at a price of $0.15 per Unit for gross proceeds of up to $1,000,000 (the "Private Placement").
Each Unit will consist of one common share of the Company (each, a "Share") and one-half of a non-transferable common share purchase warrant, with a whole purchase warrant (each, a "Warrant") entitling the holder to purchase one additional Share at a price of C$0.25 per Share for a period of 24 months (the Warrant Expiry Date") following the date of issuance (the "Closing Date").
The Warrant Expiry Date may, at the Company's option, be accelerated if at any time after the date that is four months and one day following the Closing Date, the Common Shares of the Company trade or close at a price of $0.35 or above for a period of 10 consecutive trading days (a "Trading Target") on the Canadian Securities Exchange (the "Exchange") or such other stock exchange where the majority of the volume occurs, provided that: (i) the Company disseminates a press release providing notice of its intention to accelerate the Warrant Expiry Date; and (ii) the accelerated Warrant Expiry Date is not earlier than the 30th day after the date of dissemination of such press release.
The Company expects to use the proceeds from the Private Placement for general working capital purposes. All securities issued under the Private Placement will be subject to a four-month hold period from the Closing Date in accordance with applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada. The Private Placement is subject to certain conditions including, but not limited to, the receipt of all applicable regulatory approvals including approval of the Exchange.
Subject to compliance with applicable securities laws and CSE approval, the Company may pay a Finder's Fee up to 7% in cash and 7% in Finders Warrants (the "Finders Warrants") on completed subscriptions for this Offering. The Finders Warrants will have the same terms as the Warrants, including but not limited to the terms for accelerated expiry.
ON BEHALF OF THE BOARD OF DIRECTORS,
Karim Nanji, CEO
About Marble Financial Inc. (CSE: MRBL; OTCQB: MRBLF)
Marble leverages its proven data-driven strategies utilizing the power of machine learning, data science, and artificial intelligence, through its industry-leading proprietary technology solutions Fast-Track, Score-Up, and Credit-Meds to engage in and navigate a clear path for Canadians towards financial wellbeing and a meaningful credit score. Since 2016, Marble is proud to have empowered thousands of marginalized Canadians to a positive financial future, and we continue to establish ourselves as leaders in financial wellness through the licensing of our proprietary products on the Marble Platform. Learn more at https://mymarble.ca/
Mike Marrandino, Executive Chairman
T:(855) 661-2390 ext. 104
NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATIONS SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
Caution Regarding Forward-Looking Information
This release contains "forward-looking information" as such term is used in applicable Canadian securities laws, including statements regarding the Private Placement and the use of proceeds therefrom. The use of any of the words "target", "plans", "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and similar expressions are intended to identify forward-looking statements. Such forward-looking information is based on management's expectations and assumptions, including statements relating to the Company's plans to conduct the Private Placement and the anticipated use of the proceeds of the Private Placement.
In making the forward-looking statements included in this news release, the Company has applied several material assumptions, including but not limited to, that the Company's financial condition and development plans do not change as a result of unforeseen events, and that the Company will receive all required regulatory approvals, including Canadian Securities Exchange approval, for the Private Placement. Forward-looking information is subject to a variety of risks and uncertainties and other factors that could cause plans, estimates and actual results to vary materially from those projected in such forward-looking information. Factors that could cause the forward-looking information in this news release to change or to be inaccurate include, but are not limited to: failure of the Private Placement to be arranged on the proposed terms or at all; unanticipated delays in obtaining or failure to obtain regulatory or Canadian Securities Exchange approvals; general economic, market or business conditions; changes in the Company's financial condition and development plans; and other risks and uncertainties as set forth in the Company's most recent continuous disclosure filings filed under the Company's profile at www.sedar.com.
Although the Company has attempted to take into account important factors that could cause actual costs or results to differ materially, there may be other factors that cause actual results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. The forward-looking information included in this release is expressly qualified in its entirety by this cautionary statement. Accordingly, readers should not place undue reliance on forward-looking information. The Company undertakes no obligation to update these forward-looking statements, other than as required by applicable law.
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 U.S. PERSONS UNLESS REGISTERED UNDER THE U.S. SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS OR AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE.
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