/NOT FOR DISSEMINATION IN THE
UNITED STATES OR FOR DISTRIBUTION
TO UNITED STATES WIRE SERVICES/
TORONTO, Nov. 5, 2020 /CNW/ - PopReach Corporation
("PopReach" or the "Company") (TSXV: POPR) (OTCQX:
POPRF) today announced that it has closed the previously-announced
$5 million strategic investment by New Insight Incentive Plan
Company, a 100% owned subsidiary of eWTP Tech Innovation Fund LP
("eWTP"), the global investment arm of Alibaba Group,
subject to final acceptance by TSX Venture Exchange (the
"Exchange") as described below.
As previously announced on October 15, 2020, eWTP has
agreed to a $5,000,000 strategic
investment in PopReach by subscribing for up to 6,944,444 common
shares of PopReach at $0.72 per
share, in a non-brokered private placement (the "Private
Placement").
Under the rules of the Exchange, the full $5,000,000 strategic investment by eWTP results
in eWTP holding over 10.0% of the issued and outstanding capital of
PopReach, deeming eWTP an "Insider" for the purposes of the rules
of the Exchange. As a result, the Exchange rules require that
customary additional background checks and clearance process for
Insiders be conducted on eWTP, which is expected to take several
weeks given that the principals of eWTP are non-Canadian
residents.
As permitted by the rules of the Exchange, PopReach has received
$4.175 million of gross proceeds
and has issued to eWTP 5,798,611 common shares at a price of
$0.72 per common share, resulting in
eWTP holding approximately 9.99% of issued share capital of
PopReach. The remaining $825,000 of
the Private Placement has closed in trust and promptly upon
completion of the Exchange's customary clearance process, the funds
will be released to PopReach and an additional 1,145,833 common
shares will be issued to eWTP. Immediately thereafter, eWPT will
hold an aggregate of 6,944,444 common shares, representing
approximately 11.73% of the issued and outstanding common shares of
the Company. The Company intends to use the net proceeds from
the Private Placement to fund acquisitions and for other general
corporate purposes.
All securities issued in connection with the Private Placement
are subject to a statutory hold period of four months and a day
from the date of closing. The common shares have not been
registered under the U.S. Securities Act of 1933, as amended, and
may not be offered or sold in the United
States absent registration or an applicable exemption from
the registration requirements.
Upon the closing of the Private Placement, the Corporation will
pay to DDM Game Studio Representation LLC a finder's fee of 4.0% of
the gross proceeds of the Private Placement.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the
common shares in any jurisdiction in which such offer, solicitation
or sale would be unlawful.
About PopReach Corporation
PopReach, a Tier 1 Issuer on the TSX Venture Exchange, with
shares also trading on OTCQX® Best Market, is a
free-to-play mobile game publisher focused on acquiring and
optimizing proven game franchises. The Company has acquired 12
successful game franchises competing mainly in the North American
game market, including Smurfs' Village (IP under license),
Kitchen Scramble, Gardens of Time, City Girl
Life, War of Nations and Kingdoms of Camelot. The
Company's games are enjoyed by over 1.2 million unique players a
month. PopReach, headquartered in Toronto, employs a team of over 120 experts in
Toronto, Vancouver, and Bangalore.
Forward-Looking Information
Certain information in this news release constitutes
forward-looking statements and forward-looking information under
applicable Canadian securities legislation (collectively,
"forward-looking information"). Forward-looking information
include, but are not limited to, statements with respect to and the
business, financials and operations of the Company. Statements
containing forward-looking information are not historical facts but
instead represent management's expectations, estimates and
projections regarding future events. Forward looking information is
necessarily based on a number of opinions, assumptions and
estimates that, while considered reasonable by the Company as of
the date of this news release, are subject to known and unknown
risks, uncertainties, assumptions and other factors that may cause
the actual results, level of activity, performance or achievements
and future events to be materially different from those expressed
or implied by such forward-looking information, including but not
limited to the factors described in greater detail in the public
documents of the Company available at www.sedar.com.
Although the Company has attempted to identify important
risks, uncertainties and factors which could cause actual results
to differ materially, there may be others that cause results not to
be as anticipated, estimated or intended. Investors are cautioned
undue reliance should not be placed on any such information, as
unknown or unpredictable factors could have material adverse
effects on future results, performance or achievements of the
Company. The Company does not intend, and does not assume any
obligation, to update this forward-looking information except as
otherwise required by applicable law.
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.
SOURCE PopReach Corporation