Revised Terms of Non-Brokered Private Placement Offering of Units
Following discussions with potential investors in connection with its previously disclosed non-brokered private placement offering of units (see news release dated
Each Warrant will be exercisable into one Common Share at an exercise of
Frankly intends to use the proceeds from the Offering (net of any professional service fees and finder's fees, if any) for general corporate and working capital purposes, provided that the Company may, in its discretion, use all or a portion of the net proceeds to fund the Torque Loan (as defined and described below).
Frankly may pay a finder's fee to arm's length finders in connection with the Offering of no more than 6% of the aggregate subscription amount raised through subscribers introduced to Frankly by such finder(s), provided that no finder's fees will be paid in respect of any subscriptions made by existing shareholders of Frankly, or to any insider of Frankly, or that is otherwise prohibited by law.
The Offering and the terms thereof remain subject to the approval of the
Advances to Torque Esports Corp. and Proposed
The Company also announces that, on
Grant of Restricted Stock Units
In connection with its Board compensation plan, Frankly has granted its Chairman of the Board,
The securities of Frankly have not been and will not be registered under the United States Securities Act of 1933, as amended (the "
About Frankly Media
Frankly Media provides a complete suite of solutions that give publishers a unified workflow for the creation, management, publishing and monetization of digital content to any device, while maximizing audience value and revenue.
Frankly's products include a groundbreaking online video platform for Live, VOD and Live-to-VOD workflows, a full-featured CMS with rich storytelling capabilities, as well as native apps for iOS, Android, Apple TV, Fire TV and Roku.
Frankly also provides comprehensive advertising products and services, including direct sales and programmatic ad support. With the release of its server-side ad insertion (SSAI) platform, the company has been positioned to help video producers take full advantage of the growing market in addressable advertising. The company is headquartered in
Cautionary Statement on Forward-Looking Information
This news release contains forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Frankly to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These forward-looking statements include, but are not limited to, statements relating to our expectations with respect to: the Offering, the Torque Loan, and their respective terms and conditions, and the expected timing to complete the Offering and the definitive documentation in respect of the Torque Loan. Often, but not always, forward‑looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. In respect of the forward-looking statements and information made in this news release, Frankly has provided such statements and information in reliance on certain assumptions that they believe are reasonable at this time, including assumptions based on expectations concerning the timing of completing the Offering, the entering into of definitive documentation in respect of the Torque Loan and the repayment of the outstanding amounts thereunder, and obtaining any required approvals. No assurance can be provided that forward-looking statements and information made herein will occur as anticipated, or at all.
Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks, including but not limited to the following: the risk that the Offering and/or the definitive documentation in respect of the Torque Loan may not be completed as contemplated or at all, and the failure to obtain any required regulatory approval. Readers are cautioned that the foregoing list of factors is not exhaustive. Additional information on other factors that could affect the operations or financial results of the parties are included in reports on file with applicable securities regulatory authorities.
The forward-looking statements contained in this news release are made as of the date of this release and, accordingly, are subject to change after such date. Frankly does not assume any obligation to update or revise any forward-looking statements, whether written or oral, that may be made from time to time by Frankly or on its behalf, except as required by applicable law.
Neither the
SOURCE Frankly Media
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