/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE
PUBLICATION, DISTRIBUTION, OR DISSEMINATION DIRECTLY, OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES./
VANCOUVER, BC and WILMINGTON, Mass., June 27,
2024 /CNW/ - Liberty Defense Holdings
Ltd. ("Liberty" or the "Company") (TSXV: SCAN)
(OTCQB: LDDFF) (FRANKFURT: LD2A), a leading technology provider of
AI-based next generation detection solutions for concealed weapons
and threats, is pleased to announce that it has closed the first
tranche of the previously announced special warrant offering. The
Company issued today 4,650,000 special warrants (the "Special
Warrants") at the price of $0.15
per Special Warrant for total gross proceeds of approximately
$697,550 (the "Offering").
Each Special Warrant will automatically convert into one unit of
the Company (each a "Unit"), as described below. Each Unit
shall consist of one common share of the Company (a "Share")
and one common share purchase warrant (a "Warrant"). Each
Warrant shall entitle the holder thereof to acquire one Share at a
price of $0.20 per Share for a period
of three years following the date of issue.
Each Special Warrant will automatically convert, for no
additional consideration, into one Unit on the date that is the
earlier of: (i) the date that is three business days following the
date on which the Company files a prospectus supplement to a short
form base shelf prospectus with the securities commissions
qualifying distribution of the Units underlying the Special
Warrants (the "Prospectus Supplement"), and (ii) the date
that is four months and one day after the closing of the
Offering.
The Company paid an aggregate of $25,641 in cash finder's fees and issued an
aggregate of 190,510 non-transferable broker warrants ("Broker
Warrants") to certain eligible finders. Each Broker Warrant
will be exercisable for one Share at the price of $0.20 for a period of up to three years.
Prior to the filing of the Prospectus Supplement and the
automatic conversion of the Special Warrants, the securities issued
under the Offering will be subject to a four month hold period from
the date of closing of the Offering in addition to any other
restrictions under applicable law.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any securities in the United States. The securities described
herein 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. This press release is not for
distribution to U.S. newswire services nor for dissemination in
the United States. Any failure to
comply with this restriction may constitute a violation of U.S.
securities laws.
On Behalf of Liberty Defense
Bill Frain
CEO & Director
About Liberty Defense
Liberty Defense (TSXV: SCAN, OTCQB: LDDFF, FRANKFURT: LD2A) provides multi-technology
security solutions for concealed weapons detection in high volume
foot traffic areas and locations requiring enhanced security such
as airports, stadiums, schools, and more. Liberty's HEXWAVE
product, for which the company has secured an exclusive license
from Massachusetts Institute of
Technology (MIT), as well as a
technology transfer agreement for patents related to active 3D
radar imaging technology, provides discrete, modular, and scalable
protection to provide layered, stand-off detection capability of
metallic and non-metallic weapons. Liberty has also recently
licensed the millimeter wave-based, High-Definition Advanced
Imaging Technology (HD-AIT) body scanner and shoe scanner
technologies as part of its technology portfolio. Liberty is
committed to protecting communities and preserving peace of mind
through superior security detection solutions. Learn more:
LibertyDefense.com
FORWARD-LOOKING STATEMENTS
When used in this press release, the words "estimate",
"project", "belief", "anticipate", "intend", "expect", "plan",
"predict", "may" or "should" and the negative of these words or
such variations thereon or comparable terminology are intended to
identify forward-looking statements and information. Although
Liberty believes, in light of the experience of their respective
officers and directors, current conditions and expected future
developments and other factors that have been considered
appropriate, that the expectations reflected in the forward-looking
statements and information in this press release are reasonable,
undue reliance should not be placed on them because the parties can
give no assurance that such statements will prove to be correct.
The forward-looking statements and information in this press
release include, amongst others, the closing of the Offering, the
filing of a Prospectus Supplement and the use of proceeds of the
Offering. Such statements and information reflect the current view
of Liberty. There are risks and uncertainties that may cause actual
results to differ materially from those contemplated in those
forward-looking statements and information.
By their nature, forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause our
actual results, performance or achievements, or other future
events, to be materially different from any future results,
performance or achievements expressed or implied by such
forward-looking statements. There are a number of important factors
that could cause Liberty's actual results to differ materially from
those indicated or implied by forward-looking statements and
information. Such factors include, among others: currency
fluctuations; limited business history of the parties; disruptions
or changes in the credit or security markets; results of operation
activities and development of projects; project cost overruns or
unanticipated costs and expenses; and general development, market
and industry conditions. The parties undertake no obligation to
comment on analyses, expectations or statements made by third
parties in respect of their securities or their respective
financial or operating results (as applicable).
Liberty cautions that the foregoing list of material factors
is not exhaustive. When relying on Liberty's forward-looking
statements and information to make decisions, investors and others
should carefully consider the foregoing factors and other
uncertainties and potential events. Liberty has assumed that the
material factors referred to in the previous paragraph will not
cause such forward-looking statements and information to differ
materially from actual results or events. However, the list of
these factors is not exhaustive and is subject to change and there
can be no assurance that such assumptions will reflect the actual
outcome of such items or factors. The forward-looking information
contained in this press release represents the expectations of
Liberty as of the date of this press release and, accordingly, are
subject to change after such date. Liberty does not undertake to
update this information at any particular time except as required
in accordance with applicable laws.
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 press release.
SOURCE Liberty Defense Holdings, Ltd.
