03:09:38 EDT Tue 14 May 2024
Enter Symbol
or Name
USA
CA



Edge Total Intelligence Inc
Symbol CTRL
Shares Issued 28,265,000
Close 2024-01-12 C$ 0.58
Market Cap C$ 16,393,700
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Edge Total hires Lytham for IR services

2024-01-15 09:23 ET - News Release

Mr. James Barrett reports

EDGETI PROVIDES UPDATE ON INVESTOR RELATIONS AGREEMENTS AND DEBT

Edge Total Intelligence Inc. has provided an update with respect to its investor relations engagements with Outside the Box Capital Inc. and Creative Direct Marketing Group Inc. (CDMG), further to its press releases dated March 30, 2023, and May 30, 2023, respectively.

As announced by the company pursuant to its press release dated March 30, 2023, the company entered into a letter agreement with Outside the Box dated Feb. 22, 2023, pursuant to which Outside the Box will provide certain market services to the company, which may include the preparation of certain social media and other community based-content to facilitate investor awareness and assist in broadening dissemination of the company's news.

The Outside agreement had an initial term of six months commencing on March 27, 2023. As consideration for the services, the company agreed to pay to Outside the Box $100,000, plus applicable taxes. The payment was due in two instalments: (1) $50,000 was due on March 27, 2023, being the effective date of the Outside agreement; and (2) $50,000 was due June 25, 2023, being 90 days following the effective date. As of the date of this news release, the company has paid the initial instalment to Outside the Box. The second instalment was postponed by production delays and is now due. The services to be provided by Outside the Box commenced on March 27, 2023, and are expected to run until the end of Q1 of 2024.

Outside the Box is a marketing services firm based in Toronto, Ont., Canada, founded by Jason Coles and Kelvin Coelho, that offers small- and medium-sized public companies marketing services. Outside the Box does not have any prior relationships with the company and is an arm's-length party. To the best of the company's knowledge, other than 81,000 subordinate voting shares of the company, Outside the Box does not hold, directly or indirectly, any securities of the company or have any right or intent to acquire any such securities. The proposed compensation for Outside the Box does not include any securities of the company.

As announced by the company pursuant to its press release dated May 30, 2023, the company entered into an agreement with CDMG, pursuant to which the company engaged CDMG to provide marketing services and to raise public awareness of the company through a marketing campaign. The campaign consists of, but is not limited to, the creation of e-mail series, display ads for physical and digital mediums, social media ads, magalog, and direct publisher buys.

Pursuant to the CDMG agreement, CDMG will receive compensation from the company in the amount of $499,088 (U.S.) for the services set out in the work order. The compensation to CDMG is payable in four instalments. As of the date hereof, the first three payments have been made by the company ($93,000 (U.S.) on April 10, $234,500 (U.S.) on June 29, and $87,388 (U.S.) on July 3), and the fourth instalment of $84,000 (U.S.) is due pending review and approval of the final campaign materials by the company. The CDMG campaign has not started yet. Upon finalization of campaign materials, the CDMG campaign is expected to launch in February, 2024, and continue until the end of Q1 2024.

CDMG is a full-service marketing services company based in Nashville, Tenn., United States, founded by Craig Huey. CDMG does not have any prior relationships with the company and is an arm's-length party. To the best of the company's knowledge, CDMG does not hold, directly or indirectly, any securities of the company or have any right or intent to acquire any such securities. The proposed compensation for CDMG does not include any securities of the company.

Furthermore, the company has retained Lytham Partners LLC to lead an investor relations program.

For more than 20 years, Lytham Partners has been one of the industry's leading investor relations firms, having created one of the largest and most diverse networks of institutional investors, while creating a framework of best practices in all aspects of corporate and shareholder communications.

The arm's-length investor relations consulting agreement with Lytham Partners begins with an initial three-month period and continues month-to-month thereafter. The Lytham agreement may be terminated by either party at any time after the initial three months upon 30 days of notice. Under the terms of the Lytham agreement, Lytham Partners will receive a three-month cash retainer of $24,000 (U.S.), with early payment options. Additional periods occur as successive month-to-month payments after the initial term of $8,000 (U.S.), with eligible expenses reimbursed. No one employed with Lytham Partners owns shares or intends to acquire shares.

Under the Lytham agreement, Lytham, during the initial term will: develop and disseminate a Lytham corporate profile; arrange virtual non-deal meetings with a view to informing such groups about developments in the company's business and affairs; and arrange and conduct meetings and presentations at Lytham Partners investor conferences. Beyond the initial term, Lytham Partners will continue the above non-deal meetings; develop and disseminate a Lytham Partners executive interview; develop a database of investors potentially interested in receiving information relating to Edge Total; and provide non-confidential information as requested with disclosure guidelines.

The Lytham agreement is subject to the approval of the TSX Venture Exchange.

The company also discloses that its note held by Salem Investment Partners (the lender), which has been reported since the qualifying transaction in December, 2021, was due on Jan. 1, 2024, with the remaining note and warrant balance of approximately $3.25-million (U.S.). The lender and the company are working toward a solution, and the company will provide further guidance as it becomes clear.

About Edge Total Intelligence Inc.

Edge Total helps customers sustain situational awareness and accelerate data-driven action with its real-time digital operations software, edgeCore. Global enterprises, service providers and governments are more profitable when insight and action are united to deliver fluid experiences via the platform's low-code development capability and compostable experiences. With edgeCore, customers improve their margins and agility by rapidly transforming siloed systems and data across evolving, complex situations in business, technology and cross-domain operations -- helping them achieve the impossible.

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