MiniLuxe Holding Corp. (TSXV: MNLX) ("
MiniLuxe" or
the "
Company") today announces that the Company
has been granted a 30-day extension from the TSX Venture Exchange
(the "
TSXV") to extend the closing of its
previously announced non-brokered private placement (the
"
Offering") to January 22, 2024.
The closing of the initial tranche of the
Offering was announced on November 30, 2023, and resulted in the
issuance of 2,585 units of the Company (each, a
"Unit" and collectively the
"Units") at a price of $1,000 USD per Unit. At
that time, it was also announced that the Company had received
total signed commitments of approximately USD$3.5 million dollars
(approximately USD$1 million to be closed at a later date).
Each Unit consists of one $1,000 USD principal
amount, 11.5% paid-in-kind simple interest for an unsecured
convertible Debenture of the Company (each, a
"Debenture" and collectively the
"Debentures"), with each Debenture maturing 42
months following the issuance date, and such number of Class A
subordinate voting share purchase warrants (each a
"Warrant" and collectively the
"Warrants") as is equal to 15% of the principal
amount of Debentures. Each Warrant entitles the holder thereof to
acquire such number of Class A subordinate voting shares as is
equal to 15% of the principal amount of the Debentures at a price
of $0.52 USD (or ~$0.70 CDN) per share for a period of 42 months
from the grant date. For more information about the Offering please
refer to the Company's press release dated November 30, 2023.
Completion of all tranches of the Offering is
subject to the satisfaction of customary closing conditions,
including the approval of the TSX Venture Exchange.
This news release does not constitute an offer
to sell or a solicitation of an offer to buy any of the securities
described in this news release. Such securities have not been, and
will not be, registered under the U.S. Securities Act, or any state
securities laws, and, accordingly, may not be offered or sold
within the United States, or to or for the account or benefit of
persons in the United States or "U.S. Persons", as such term is
defined in Regulation S promulgated under the U.S. Securities Act,
unless registered under the U.S. Securities Act and applicable
state securities laws or pursuant to an exemption from such
registration requirements.
About MiniLuxe
MiniLuxe, a Delaware corporation based in
Boston, Massachusetts. Miniluxe is a lifestyle brand and talent
empowerment platform servicing the beauty and self-care industry.
The Company focuses on delivering high-quality nail care and
esthetic services and offers a suite of trusted proprietary
products that are used in the Company’s owned-and-operated studio
services. For over a decade, MiniLuxe has been elevating industry
standards through healthier, ultra-hygienic services, a modern
design esthetic, socially responsible labor practices, and
better-for-you, cleaner products. MiniLuxe’s aims to radically
transform a highly fragmented and under-regulated self-care and
nail care industry through its brand, standards, and technology
platform that collectively enable better talent and client
experiences. For its clients, MiniLuxe offers best-in-class
self-care services and better-for-you products, and for nail care
and beauty professionals, MiniLuxe seeks to become the employer of
choice. In addition to creating long-term durable economic returns
for our stakeholders, the brand seeks to positively impact and
empower one of the most diverse and largest hourly worker segments
through professional development and certification, economic
mobility, and company ownership opportunities (e.g., equity
participation and future franchise opportunities). Since its
inception, MiniLuxe has performed over 3.5 million services.
For further information
Christine MastrangeloInvestor Relations, MiniLuxe Holding
Corp.cmastrangelo@miniluxe.comminiluxe.com
Neither TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Forward-looking statements
This press release contains "forward-looking
information" and "forward-looking statements" (collectively,
"forward-looking information") concerning the Company and its
subsidiaries within the meaning of applicable securities laws.
Forward-looking information may relate to the future financial
outlook and anticipated events or results of the Company and may
include information regarding the Company's financial position,
business strategy, growth strategies, acquisition prospects and
plans, addressable markets, budgets, operations, financial results,
taxes, dividend policy, plans and objectives. Particularly,
information regarding the Company's expectations of future results,
performance, achievements, prospects or opportunities or the
markets in which the Company operates is forward-looking
information. In some cases, forward-looking information can be
identified by the use of forward-looking terminology such as
"plans", "targets", "expects", "budgets", "scheduled", "estimates",
"outlook", "forecasts", "projects", "prospects", "strategy",
"intends", "anticipates", "believes", or variations of such words
and phrases or statements that certain actions, events or results
"may", "could", "would", "might", or "will" occur. In addition, any
statements that refer to expectations, intentions, projections or
other characterizations of future events or circumstances contain
forward-looking information. Statements containing forward-looking
information are not historical facts but instead represent
management's expectations, estimates and projections regarding
future events or circumstances.
Many factors could cause the Company's actual
results, performance, or achievements to be materially different
from any future results, performance, or achievements that may be
expressed or implied by such forward-looking information,
including, without limitation, those listed in the "Risk Factors"
section of the Company's filing statement dated November 9, 2021.
Should one or more of these risks or uncertainties materialize, or
should assumptions underlying the forward-looking statements prove
incorrect, actual results, performance, or achievements could vary
materially from those expressed or implied by the forward-looking
statements contained in this press release.
Forward-looking information, by its nature, is
based on the Company's opinions, estimates and assumptions in light
of management's experience and perception of historical trends,
current conditions and expected future developments, as well as
other factors that the Company currently believes are appropriate
and reasonable in the circumstances. Those factors should not be
construed as exhaustive. Despite a careful process to prepare and
review forward-looking information, there can be no assurance that
the underlying opinions, estimates and assumptions will prove to be
correct. These factors should be considered carefully, and readers
should not place undue reliance on the forward-looking information.
Although the Company bases its forward-looking information on
assumptions that it believes were reasonable when made, which
include, but are not limited to, assumptions with respect to the
Company's future growth potential, results of operations, future
prospects and opportunities, execution of the Company's business
strategy, there being no material variations in the current tax and
regulatory environments, future levels of indebtedness and current
economic conditions remaining unchanged, the Company cautions
readers that forward-looking statements are not guarantees of
future performance and that our actual results of operations,
financial condition and liquidity, and the development of the
industry in which the Company operates may differ materially from
the forward-looking statements contained in this press release. In
addition, even if the Company's results of operations, financial
condition and liquidity, and the development of the industry in
which it operates are consistent with the forward-looking
information contained in this press release, those results or
developments may not be indicative of results or developments in
subsequent periods.
Although the Company has attempted to identify
important risk factors that could cause actual results to differ
materially from those contained in forward-looking information,
there may be other risk factors not presently known to the Company
or that the Company presently believes are not material that could
also cause actual results or future events to differ materially
from those expressed in such forward-looking information. There can
be no assurance that such information will prove to be accurate, as
actual results and future events could differ materially from those
anticipated in such information. Accordingly, readers should not
place undue reliance on forward-looking information, which speaks
only as of the date made (or as of the date they are otherwise
stated to be made). Any forward-looking statement that is made in
this press release speaks only as of the date of such
statement.
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