Mr. Marcel Vienneau reports
MOBI724 GLOBAL SOLUTIONS INC. ISSUANCE OF SHARES PURSUANT TO PROVISIONS CONCERNING THE ACQUISITION OF THE REMAINING 49% SHARES OF MOBI724 SOLUTIONS INC.
On Feb. 9, 2017, Mobi724 Global Solutions Inc. issued 9,507,930 common shares of the company at market price less the maximum allowable discount to the previous shareholders of Mobi724 Solutions Inc. pursuant to the terms of predefined anti-dilution provisions and agreements with those shareholders. This issuance has been reviewed by the audit committee and approved by the board of directors, and these shares issued form part of the purchase price for the remaining 49 per cent of shares of Mobi724 Solutions, which transaction was announced on Oct. 28, 2015.
The purchase price was subject to a predefined anti-dilution provision with a cap of 18.05 per cent of the total issued and outstanding shares of the company, and this issue covers events up to the company's board of directors meeting on Nov. 25, 2016. Following this issue, the anti-dilution provision will cover the conversion of some previously issued convertible debentures and the next $1.92-million of new financing (of which $550,000 was raised subsequent to the Nov. 25, 2016, board meeting).
Forgiveness of debt
On Feb. 9, 2017, the company issued 1,423,467 common shares at a price of 24 cents (market price less maximum allowable discount) in forgiveness of $341,632.01 of bona fide debt. On Feb. 17, 2017, the company issued 86,353 common shares at a price of 36.5 cents in forgiveness of a $31,518.85 bona fide debt.
Options
Also on Feb. 7, 2017, the company granted 351,500 stock options under its stock option plan to its employees and consultants. Each option shall vest gradually over a period of three years (one-third per year, the first one-third vesting upon grant) and will allow the optionee to acquire one common share of the company at a price of 35 cents until Feb. 7, 2020. Details are found on Form 11 filed on the Canadian Securities Exchange on Feb. 7, 2017.
We seek Safe Harbor.
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