ARCPOINT ANNOUNCES CLOSING OF US$1.1 MILLION NON-BROKERED PRIVATE PLACEMENT
January 22 2024 - 6:00PM
ARCpoint Inc. (TSXV: ARC) (the “
Company” or
“
ARCpoint”) is pleased to announce that it has
closed its previously announced non-brokered private placement (the
“Offering”) for gross proceeds of US$1,100,000,
through the sale of 11,000,000 Class A subordinate voting shares of
the Company (each, a
“Share”) at a price of
US$0.10 per Share.
The net proceeds from the Offering will be used
for operational expenses and other general corporate purposes.
Certain insiders of the Company (the
“Interested Parties”) purchased or acquired
direction or control over a total of 4,000,000 Shares as part of
the Offering. The placement to those persons constitutes a “related
party transaction” within the meaning of Multilateral Instrument
61-101 Protection of Minority Security Holders in Special
Transactions (“MI 61-101”). Notwithstanding the
foregoing, the directors of the Company have determined that the
Interested Parties’ participation in the Offering will be exempt
from the formal valuation and minority shareholder approval
requirements of MI 61-101 in reliance on the exemptions set forth
in sections 5.5(a) and 5.7(1)(b) of MI 61-101. The Company did not
file a material change report 21 days prior to the closing of the
Offering as the details of the participation of Interested Parties
had not been confirmed at that time.
The Offering remains subject to final acceptance
from the TSX Venture Exchange. All securities issued in connection
with the Offering are subject to a four-month hold period from the
closing date under applicable Canadian securities laws, in addition
to such other restrictions as may apply under applicable securities
laws of jurisdictions outside Canada.
About ARCpoint Inc.
ARCpoint is a leading US-based franchise system
providing drug testing, alcohol screening, DNA and clinical lab
testing, corporate wellness programs, and employment and background
screening, among other services. The Company is based in
Greenville, South Carolina, USA. ARCpoint Franchise Group LLC,
formed under the laws of the state of South Carolina in February
2005, is the franchisor of ARCpoint Labs and supports over 130
independently owned locations. ARCpoint sells franchises to
individuals throughout the United States and provides support in
the form of marketing, technology and training to new franchisees.
ARCpoint Corporate Labs LLC develops corporate-owned labs committed
to providing accurate, cost-effective solutions for customers,
businesses and physicians. AFG Services LLC serves as the
innovation center of the ARCpoint group of companies as it builds a
proprietary technology platform and a physician network to equip
all ARCpoint labs with best-in-class tools and solutions to better
serve their customers. The platform also digitalizes and
streamlines administrative functions such as materials purchasing,
compliance, billing and physician services for ARCpoint franchise
labs and other clients.
For more information, please contact:
ARCpoint Inc.Jason Tong, Chief Financial
OfficerPhone: (604) 889-7827E-mail: invest@arcpointlabs.com
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the Exchange) accepts responsibility for the adequacy
or accuracy of this Press release.Forward-Looking
Information
This release includes certain statements and
information that may constitute forward-looking information within
the meaning of applicable Canadian securities laws. Forward-looking
statements relate to future events or future performance and
reflect the expectations or beliefs of management of the Company
regarding future events. Generally, forward-looking statements and
information can be identified by the use of forward-looking
terminology such as "intends" or "anticipates", or variations of
such words and phrases or statements that certain actions, events
or results "may", "could", "should", "would" or "occur". This
information and these statements, referred to herein as
"forward‐looking statements", are not historical facts, are made as
of the date of this news release and include without limitation,
statements regarding discussions of future plans, estimates and
forecasts and statements as to management's expectations and
intentions with respect to, among other things, Company’s use of
proceeds from the Offering and expectations regarding the receipt
of the necessary regulatory approvals for the Offering.
These forward‐looking statements involve
numerous risks and uncertainties and actual results might differ
materially from results suggested in any forward-looking
statements. These risks and uncertainties include, among other
things, that the Company will not receive the necessary regulatory
approvals in respect of the Offering and that the use of proceeds
from the Offering may differ from management’s expectations.
In making the forward-looking statements in this
news release, the Company has applied several material assumptions,
including without limitation, that the Company will receive the
necessary regulatory approvals in respect of the Offering and use
the gross proceeds from the Offering as currently contemplated.
Although management of the Company has attempted
to identify important factors that could cause actual results to
differ materially from those contained in forward-looking
statements or forward-looking information, there may be other
factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove
to be accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on forward-looking
statements and forward-looking information. Readers are cautioned
that reliance on such information may not be appropriate for other
purposes. The Company does not undertake to update any
forward-looking statement, forward-looking information or financial
out-look that are incorporated by reference herein, except in
accordance with applicable securities laws. We seek safe
harbor.
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