Versus Systems Announces Pricing of $2.1 Million Public Offering
December 07 2022 - 7:30AM
Versus Systems Inc. (“Versus” or the “Company”) (NASDAQ: VS) today
announced the pricing of its public offering of 2,100,000 units for
gross proceeds of approximately $2.1 million, before deducting
placement agent fees and other offering expenses payable by Versus.
Each unit consists (i) of either (a) one common share or (b) one
pre-funded warrant to purchase one common share and (ii) two
warrants to purchase one common share each, at a public offering
price of $1.00 per unit. The warrants will have an exercise price
of $1.10 per share, are exercisable immediately upon issuance, and
will expire five years following the date of issuance. All of the
shares, pre-funded warrants and warrants included in this offering
are being sold by Versus. The offering is expected to close on
December 9, 2022, subject to customary closing conditions.
The Company intends to use the net proceeds from the offering
for working capital and general corporate purposes, including
marketing and sales expenses, the costs and expenses of our
continuing development of our engagement and rewards platform and
salaries and wages.
Roth Capital Partners is acting as the exclusive placement agent
for this offering.
The securities described above are being offered pursuant to a
registration statement on Form F-1 (File No. 333-267896), as
amended, that was declared effective by the U.S. Securities and
Exchange Commission (“SEC”), on December 6, 2022. This offering is
being made only by means of a prospectus. Copies of the final
prospectus relating to this offering may be obtained, when
available, at the SEC’s website at www.sec.gov or by contacting
Roth Capital Partners, LLC, 888 San Clemente Drive, Suite 400,
Newport Beach, CA 92660 or by email at rothecm@roth.com.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction. Any offers, solicitations or offers to buy,
or any sales of securities will be made in accordance with the
registration requirements of the Securities Act of 1933, as
amended.
About Versus Systems
Versus Systems Inc. is an engagement and rewards company that
makes live events, games, shows, and apps more fun to watch and
play. Versus adds interactive games, polling, trivia, predictive
elements, and other win conditions to existing entertainment -
whether in-venue or online - making the content more contextual,
personal, and rewarding. Versus works with world class sports
teams, leagues, venues, entertainment companies, and other content
creators to make engaging, rewarding experiences for fans all over
the world. For more information, please visit
www.versussystems.com or visit the official
Versus Systems YouTube channel.
Investor Contact:Cody Slach and Jackie
KeshnerGateway Investor
Relations949-574-3860IR@versussystems.comorpress@versussystems.com
Disclaimer for Forward-Looking
Information This news release contains certain
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. All statements, other
than statements of historical fact, are forward-looking statements
and are based on expectations, estimates and projections as at the
date of this news release. Any statement that involves discussions
with respect to predictions, expectations, beliefs, plans,
projections, objectives, assumptions, future events or performance
(often but not always using phrases such as "expects", or "does not
expect", "is expected", "anticipates" or "does not anticipate",
"plans", "budget", "scheduled", "forecasts", "estimates",
"believes" or "intends" or variations of such words and phrases or
stating that certain actions, events or results "may" or "could",
"would", "might" or "will" be taken to occur or be achieved) are
not statements of historical fact and may be forward-looking
statements. Such forward-looking statements include, among others,
statements regarding the Company’s anticipated closing of the
public offering and anticipated use of proceeds therefrom. These
forward-looking statements are based on reasonable assumptions and
estimates of management of the Company at the time such statements
were made. Actual future results may differ materially as
forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to materially differ
from any future results, performance or achievements expressed or
implied by such forward-looking statements. Important factors that
could cause actual results to differ materially from the Company’s
expectations include risks and uncertainties related to market and
other conditions, the satisfaction of customary closing conditions
related to the proposed public offering, the impact of general
economic, industry or political conditions in the United States or
internationally and other risks described under the heading “Risk
Factors” in our filings with the Securities and Exchange Commission
and the Canadian securities regulators, which can be obtained from
either at www.sec.gov or www.sedar.com. Although the
forward-looking statements contained in this news release are based
upon what management of the Company believes, or believed at the
time, to be reasonable assumptions, the Company cannot assure
shareholders that actual results will be consistent with such
forward-looking statements, as there may be other factors that
cause results not to be as anticipated, estimated or intended.
Accordingly, readers should not place undue reliance on
forward-looking statements and information. There can be no
assurance that forward-looking information, or the material factors
or assumptions used to develop such forward-looking information,
will prove to be accurate. The forward-looking statements contained
in this news release are made as of the date of this news release
and the Company does not undertake any obligations to release
publicly any revisions for updating any voluntary forward-looking
statements, except as required by applicable law.
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