TORONTO, ON–(Globe Newswire – June 28, 2019) – Peeks Social Ltd. (TSX.V: PEEK) (OTCQB: PKSLF) is pleased to announce that the Company has closed a non-brokered private placement.
The Company issued an aggregate of 22,825,940 units at a price of $0.05 per unit, including 22,325,940 units issued to Mark Itwaru, the Chief Executive Officer of the Company for gross proceeds of $1,141,297; and 762,000 common shares at a price of $0.05 per share to Gaetano Di Pietro, Chief Financial Officer of the Company, in exchange for services rendered. The Company is relying upon available exemptions from Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactionsin connection with the subscription for securities by its CEO and CFO as the transactions constitute “related party transactions”.
Each unit consists of one common share and one common share purchase warrant of the Company. Each warrant is exercisable to purchase one additional common share of the Company at an exercise price of $0.10 per share for a period of 24 months from the date of issuance. The common shares and warrants will be subject to a four month hold period. The private placement is subject to the Company obtaining final acceptance from the TSX Venture Exchange upon the filing of required materials in due course.
Following the closing, Mark Itwaru, Chief Executive Officer, together with Riavera Corporation (“Riavera”) beneficially owns or has control and direction over an aggregate of 147,615,177 common shares of the Company or 54.6% of the Issuer’s outstanding common shares on a non-diluted basis. Mark Itwaru, the President and CEO of the Company, is the sole director and officer of Riavera (but does not beneficially own Riavera) and accordingly has control and direction over the common shares of the Company held by Riavera. The total holdings are comprised of: (a) Mark Itwaru’s beneficial holdings of 85,656,317 common shares, warrants to purchase 555,555 common shares at $1.10 per, warrants to purchase 22,325,940 common shares at $0.10 per share, share and options to purchase 350,000 common shares at $0.30 per share and options to purchase 150,000 common shares at $2.00 per share; and (b) 61,958,860 common shares of the Company and options to purchase 300,000 common shares at a price of $1.12 held by Riavera (55.1% on a partially diluted basis, after giving effect to the conversion of all convertible securities held by the two parties). Neither the Company, nor to the knowledge of the Company after reasonable inquiry, Mr. Itwaru, have knowledge of any material information concerning the Company or its securities that has not been generally disclosed.
The private placement proceeds will been used by the Company for the final development and marketing launch of WASDPro game streaming service, continuing operations of the Peeks Social platform, as well as for general corporate purposes.
The Company also announced that it has granted an aggregate of 6,975,000 options to certain directors and officers; advisors and contractors of the Company in accordance with the Company’s Stock Option Plan, of which 5,500,000 were granted to directors and senior officers. The options are exercisable at a price of $0.04 for a period of 5 years from the date of grant and expire on June 30, 2024 The options vest over a period of 1 year in equal installments of 1/3 of options granted every 4 months from the date of the grant.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) has reviewed or accepts responsibility for the adequacy or accuracy of this Release.