BURLINGTON, ONTARIO–(Marketwired – Aug. 22, 2017) –
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Memex Inc. (“MEMEX” or the “Company”) (TSX VENTURE:OEE) is pleased to announce that it has entered into a letter of engagement with Eight Capital acting as sole bookrunner and lead agent, on behalf of a syndicate (together, the “Agents”), under which the Agents have agreed to offer for sale units of the Company (the “Units”), on a “best efforts” private placement basis, subject to all required regulatory approvals, at a price per Unit of $0.16 (the “Issue Price”) for total gross proceeds of up to approximately $1,500,000 (the “Offering”).
Each Unit shall consist of one common share of the Company (a “Share”) and one-half of one Share purchase warrant (each full warrant, a “Warrant”). Each Warrant shall entitle the holder thereof to acquire one Share at a price of $0.25 for a period of 24 months following the closing of the Offering. In the event that the closing sale price of the Company’s common shares on the TSX Venture Exchange is greater than $0.35 per Share for a period of 20 consecutive trading days at any time after the closing of the Offering, the Company may accelerate the expiry date of the Warrants by giving notice to the holders thereof and in such case the Warrants will expire on the 30th day after the date on which such notice is given by the Company.
The Company has granted the Agents an option to offer for sale up to an additional $500,000 of the Units, at the Issue Price, exercisable in whole or in part at any time for a period of up to 48 hours prior to the closing date of the Offering.
The net proceeds from the Offering will be used for working capital and general corporate purposes. 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.
The closing date of the Offering is scheduled to be on or about September 12, 2017 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange.
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 securities in any State in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States 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 of the United States Securities Act of 1933, as amended, and applicable state securities laws.
Memex Inc. was founded with a vision to improve the way automated machinery and production equipment work and connect on the factory floor. Since then MEMEX has proved itself a pioneer in IIoT time and again. The company is committed to its mission of “successfully transforming factories of today into factories of the future” and envisions converting every machine into a node on the corporate network, creating visibility from shop-floor-to-top-floor. MEMEX is the developer of MERLIN, an award-winning IIoT technology platform that delivers tangible increases in manufacturing productivity in Real Time. MEMEX’s software and hardware IIoT solution enable customers to achieve tangible IIoT-centric business outcomes. The MERLIN software suite and connectivity products have enabled manufacturers to achieve upwards of a 50% increase in productivity and a 20%-plus increase in profit, on average. Additionally, customers have secured payback in less than four months, which equates to an Internal Rate of Return greater than 300 per cent. For more information, please visit: www.MemexOEE.com
Certain statements contained in this news release, constitute “forward-looking information” within the meaning of applicable Canadian securities legislation. In particular, this news release contains forward-looking statements relating to, among other things the expected completion of the Offering and the Corporation’s ability to obtain necessary approvals from the TSX Venture Exchange. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. MEMEX believes the expectations reflected in such forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct and should not be unduly relied upon. Information on additional risks related to MEMEX’s business is included in our management’s discussion and analysis of our financial results for the year ended September 30, 2016 which may be accessed through the SEDAR website (www.sedar.com). The forward-looking statements contained in this news release are expressly qualified by this cautionary statement. These forward-looking statements and information speak only as of the date of this news release. MEMEX does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.