/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
TORONTO, Nov. 9, 2020 /CNW/ - PopReach Corporation
("PopReach" or the "Company") (TSXV: POPR) (OTCQX:
POPRF) is pleased to announce that it has entered into an agreement
with Beacon Securities Limited ("Beacon" or the "Lead
Underwriter"), on behalf of a syndicate of underwriters
(together with the Lead Underwriter, the "Underwriters"),
pursuant to which the Underwriters have agreed to purchase, on a
bought deal basis, 8,000,000 common shares (the "Shares") in
the capital of the Company at a price of $1.25 per Share (the "Offering Price") for
aggregate gross proceeds to the Company of $10,000,000 (the "Offering"). (All figures
are in Canadian dollars unless otherwise stated).
The Company has granted the Underwriters an option (the
"Over-Allotment Option"), exercisable, in whole or in part,
by Beacon, on behalf of the Underwriters, giving notice to the
Company at any time and from time to time up to 30 days following
the Closing Date, to purchase, or to find substituted purchasers
for, up to an additional number of Shares equal to 15% of the
number of Shares sold pursuant to the Offering at the Offering
Price to cover over-allotments, if any, and for market
stabilization purposes.
The closing of the Offering is expected to occur on or about
November 26, 2020 (the "Closing
Date") and is subject to the completion of formal documentation
and receipt of all regulatory approvals, including the approval of
the TSX Venture Exchange. The net proceeds from the Offering will
be used for acquisitions, working capital and general
corporate purposes.
The Shares to be issued under the Offering will be offered by
way of a short form prospectus to be filed in the Provinces of
British Columbia, Alberta, Saskatchewan and Ontario (and such other Provinces as agreed
between the Company and the Underwriters) and by private placement
to eligible purchasers resident in jurisdictions other than
Canada that are mutually agreed by
the Company and Beacon, provided that no prospectus filing or
comparable obligation arises and the Company does not therefore
become subject to continuous disclosure obligations in such
jurisdiction.
The Shares being offered have not been, nor will they be,
registered under the United States Securities Act of 1933, as
amended ("U.S. Securities Act") and may not be offered or
sold in the United States or to,
or for the account or benefit of, "U.S. persons" (as defined in
Regulation S under the U.S. Securities Act) absent registration or
an applicable exemption from the registration requirements. The
Shares may be offered for sale in the
United States to Qualified Institutional Buyers (as defined
in Rule 144A under the U.S. Securities Act) and to Institutional
Accredited Investors (as defined in Rule 501(a)(1), (2), (3) or (7)
of Regulation D under the U.S. Securities Act) by way of private
placement pursuant to an exemption from the registration
requirements of the U.S. Securities Act. This news release will not
constitute an offer to sell or the solicitation of an offer to buy
nor will there be any sale of the securities in any State 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.
SOURCE PopReach Corporation