VANCOUVER, BC, June 5, 2023
/CNW/ - Hapbee Technologies, Inc. (TSXV: HAPB) (OTCQB:
HAPBF) (FSE: HA1) ("Hapbee" or the "Company"), the
digital wellness technology company is pleased to announce that it
has completed a non-brokered private placement of units of the
Company ("Units") for aggregate gross proceeds to the
Company of CAD$711,400 (the
"Offering").
"This capital enables us to continue to expand our market
presence within the rapidly expanding Digital Wellness category
both in the consumer and enterprise verticals," said Yona Shtern, CEO and Executive Chairman of
Hapbee.
The Company recently announced distribution partnerships with
Gray Matters expanding its footprint
into senior and palliative care and with Reputable Health for the
collaborative development of personalized wellness routines within
Hapbee that are powered by users' bio-metric data.
As part of the Offering, the Company issued 7,904,450 Units at a
price of CAD$0.09 per Unit (the
"Offering Price"), which consisted in the issuance of
7,904,450 subordinate voting shares of the Company
("Shares") and 7,904,450 Share purchase warrants
("Warrants") with each Warrant entitling the holder thereof
to acquire one Share at a price of CAD$0.15 per Share for a period of 2 years from
the closing date of the Offering. The expiry date of the Warrants
will be subject to prior acceleration, at the discretion of the
Company, should the volume weighted average price of the Company's
listed Shares on the TSX Venture Exchange ("TSXV"), or any
other stock exchange on which the Company's Shares are then listed,
is greater than CAD$0.40 for a period
of 10 consecutive trading days, the whole in accordance with the
terms of the Warrants. Each Share and Warrant issued (including the
Shares underlying the Warrants) will be subject to a hold period of
four months plus one day following the closing of the Offering (the
"Hold Period") pursuant to Canadian securities
laws.
Any net proceeds received by the Company from the Offering are
intended to be used for product development, manufacturing,
business development, working capital and general corporate
purposes.
The Offering remains subject to the final approval of the
TSXV.
This is not an offer to sell or solicitation of offer to buy
securities. The securities offered pursuant to the Offering
have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities Act"), or
the securities laws of any state of the
United States (as such term is defined in Regulation S under
the U.S. Securities Act) (the "United
States"), and may not be offered or sold within the United States, or to, or for the account
or benefit of a U.S. Person (as defined in Rule 902(k) of
Regulation S under the U.S. Securities Act) or a person in
the United States, except in
transactions exempt from registration under the U.S. Securities Act
and applicable U.S. state securities laws. This news release shall
not constitute an offer to sell or a solicitation of an offer to
buy any of the securities offered hereby within the United States or to, or for the account or
benefit of, U.S. persons.
Hapbee is complying with the Management Cease Trade Order issued
by the BC Securities Commission effective May 2, 2023, under National Policy 12-203 (the
"Policy") pending the filing of the Required Disclosure via
SEDAR. Hapbee is confident that the Required Disclosure will
be filed by no later than June 30,
2023. The Management Cease Trade Order is imposed against
the Company's chief executive officer and its chief financial
officer. There has been no cease trade order imposed against all
securities of Hapbee. The MCTO will not generally affect the
ability of other persons to trade the securities of Hapbee pending
the filing of the Required Disclosure via SEDAR. Hapbee is not
subject to any insolvency proceeding and there is no other material
information concerning the affairs of Hapbee that has not been
generally disclosed.
About Hapbee
Hapbee is a digital wellness technology company that aims to
help people take control of how they sleep, perform and feel.
Hapbee's digital wellness library of Blends and Routines utilizes
patented ultra-low radio frequency energy (ulRFE®), designed to
help optimize users' sleep, productivity, recovery, and downtime.
Hapbee devices and subscriptions are available for purchase at
Hapbee.com and through a growing network of select
distributors.
You can learn more about how Hapbee works at
www.hapbee.com/science.
Forward-Looking Statements
Certain statements included in this news release constitute
forward-looking information or statements (collectively,
"forward-looking statements"), including those identified by
the expressions "anticipate", "believe", "plan", "estimate",
"expect", "intend", "may", "should" and similar expressions to the
extent they relate to the Company or its management. The
forward-looking statements are not historical facts but reflect
current expectations regarding future results or events. This news
release contains forward-looking statements. These forward-looking
statements are based on current expectations and various estimates,
factors and assumptions and involve known and unknown risks,
uncertainties and other factors. Any statements about the intended
use of proceeds from the Offering are forward-looking statements.
Forward- looking statements are not guarantees of future
performance and involve risks, uncertainties and assumptions which
are difficult to predict. Such statements and information are based
on numerous assumptions regarding the Company's ability to meet its
planned product marketing and development initiatives and the
Company's ability to achieve its e-commerce rollout and full-scale
commercial launch as anticipated.
Factors that could cause the actual results to differ materially
from those in the forward-looking statements include, delays in
design, production, manufacturing, development or releases of
signal blends, collection of data from customer use, or the Company
may not be able to achieve its targets as anticipated or at all;
changes in legislation and regulations; increase in operating
costs; equipment failures; failure of counterparties to perform
their contractual obligations; litigation; the loss of key
directors, employees, advisors or consultants and fees charged by
service providers. Forward-looking statements contained in this
news release are expressly qualified by this cautionary statement.
These risks, uncertainties and assumptions include, but are not
limited to, those described in Hapbee's annual information form
dated January 27, 2021, a copy of
which is available on SEDAR at www.sedar.com, and could cause
actual events or results to differ materially from those projected
in any forward-looking statements. These statements should not be
read as guarantees of future performance or results. Such
statements involve known and unknown risks, uncertainties and other
factors that may cause actual results, performance or achievements
to be materially different from those implied by such statements.
The Company assumes no responsibility to update or revise
forward-looking information to reflect new events or circumstances
unless required by law. Readers should not place undue reliance on
the Company's forward-looking statements.
Neither TSXV nor its Regulation Services
Provider (as that term is defined in the policies of the TSXV)
accepts responsibility for the adequacy or accuracy of this
release.
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SOURCE Hapbee Technologies Inc.