VANCOUVER, BC, April 5,
2023 /CNW/ - LQwD Fintech Corp. (TSXV: LQWD) (OTC:
LQWDF) is pleased to announce the appointment of Alex P. Guidi as an independent director of the
Company. The board of directors now consists of Shone Anstey,
Ashley Garnot, Pino Perone, Kim
Evans and Alex P. Guidi.
Mr. Guidi is an experienced public company executive, investor,
and successful venture capitalist. At age 26, Alex founded and was
principal shareholder in a group of highly successful senior
board-listed companies, known as the IREMCO Group of
Companies. Under his leadership from 1986 to 2012, the IREMCO
group became among the fastest growing international exploration,
development, and production enterprises globally. Currently, the
IREMCO Group is a privately held investment corporation.
In conjunction with Mr. Guidi's board appointment, LQwD will
complete a non-brokered private placement of 468,750 units of the
Company (each a "Unit") at a price of $0.64 per Unit for aggregate gross proceeds of
$300,000 (the "Private Placement").
Each Unit will consist of 1 common share of the Company and 1
common share purchase warrant, with each warrant exercisable for 1
common share at an exercise price of $0.85 per common share at any time up to 36
months following the closing date of the Private Placement.
The Private Placement will be fully subscribed by Mr. Guidi, a
director of the Company. Accordingly, the participation of Mr.
Guidi in the Private Placement constitutes a related party
transaction under Multilateral Instrument 61-101 - Protection of
Minority Security Holders in Special Transactions ("MI
61-101"). The Company is exempt from the formal valuation and
minority approval requirement under MI 61-101 as the fair market
value of Mr. Guidi's participation in the Private Placement does
not exceed more than 25% of the market capitalization of the
Company, as set forth in Sections 5.5(a) and 5.7(1)(a) of MI
61-101.
The net proceeds from the Private Placement are intended to be
used, but are not limited to, continuing to expand LQwD's Lightning
Network business and general working capital purposes. Completion
of the Private Placement is subject to certain conditions
including, but not limited to, the receipt of all necessary
regulatory approvals, including acceptance of the TSX Venture
Exchange ("TSXV").
In connection with the Private Placement, the Company will not
pay finder's fees.
Forward-Looking Statements
This press release contains "forward-looking information"
within the meaning of applicable securities laws relating to the
Company's business plans and the outlook of the Company's industry.
Although the Company believes, considering the experience of its
officers and directors, current conditions and expected future
developments and other factors that have been considered
appropriate, that the expectations reflected in this
forward-looking information are reasonable, undue reliance should
not be placed on them because the Company can give no assurance
that they will prove to be correct. Actual results and developments
may differ materially from those contemplated by these statements.
The statements in this press release are made as of the date of
this press release and the Company assumes no responsibility to
update them or revise them to reflect new events or circumstances
other than as required by applicable securities laws.
Neither the 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.
This press release shall not constitute an offer to sell or
the solicitation of an offer to buy the Units, nor shall there be
any sale of the Units in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such jurisdiction.
The Units being offered will not be, and have not been, registered
under the United States Securities Act of 1933, as amended, and may
not be offered or sold within the United
States or to, or for the account or benefit of, a U.S.
person.
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SOURCE LQwD FinTech Corp.