10:36:12 EDT Tue 04 Aug 2020
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Fanlogic Interactive closes $200,000 private placement

2020-07-10 12:57 ET - News Release

Mr. Randy Brownell reports

FANLOGIC INTERACTIVE INC. ANNOUNCES CLOSING OF OFFERING

Fanlogic Interactive Inc. has completed its previously announced non-brokered private placement by issuing $200,000 principal amount of secured promissory notes. The term of the Notes is two years. The Notes bear interest at a rate of 24% per annum and are convertible at the option of the holder into units of the Company ("Units") following the Company's completion of certain objectives, including the Company completing a consolidation of its common shares on the basis of one post-consolidation common share for each ten common shares in the capital of the Company currently issued and outstanding (the "Consolidation") and the Company receiving a full revocation of the cease trade order issued by the Alberta Securities Commission on May 6, 2019 (the "CTO"). Each Note is convertible into Units at a post-Consolidation price of $0.05 per Unit in the first year and $0.10 per Unit thereafter. Each Unit consists of one common share in the capital of the Company ("Common Share") and one common share purchase warrant ("Warrant"), exercisable for a period of two years from the date of issuance, for one additional common share of the Company, at a price equal to the greater of: (i) $0.05; (ii) the price per common share offered to investors under the Company's next equity financing; or (iii) the exercise price, as applicable, of convertible securities offered to investors under the Company's next equity financing. The ASC granted a partial revocation order of the CTO to allow the Company to complete the Offering. The granting of the partial revocation order by the ASC does not guarantee the issuance of a full revocation order in the future.

The proceeds of the Offering will be used to, among other purposes, prepare and file all outstanding continuous disclosure documents with the ASC and pay the associated fees, to pay certain receivables and for general working capital purposes, following which the Company expects to apply for a full revocation of the CTO.

In connection with the Offering, Acclaim Ventures Inc. ("Acclaim"), a British Columbia incorporated company, has acquired a Note in the principal amount of $50,000, representing 21.23% of the issued and outstanding Common Shares on a partially-diluted basis (assuming the conversion of such Note and exercise of all Warrants acquired on the conversion of such Note) and 12.97% of the issued and outstanding Common Shares on a fully-diluted basis (assuming the conversion of all Notes and exercise of all Warrants issued on the conversion of the Notes). Prior to the Offering, Acclaim did not beneficially own, or exercise control or direction over, any securities of the Company. These securities have been acquired and are being held for investment purposes. In the future, Acclaim may, depending on the market and other conditions, increase or decrease its beneficial ownership of the Company. For the purpose of NI 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues ("NI 62-103"), the address of Acclaim is Vancouver, British Columbia.

In connection with the Offering, Summerhill Investment Corporation ("Summerhill"), an Alberta incorporated company, has acquired a Note in the principal amount of $50,000, representing 21.23% of the issued and outstanding Common Shares on a partially-diluted basis (assuming the conversion of such Note and exercise of all Warrants acquired on the conversion of such Note) and 12.97% of the issued and outstanding Common Shares on a fully-diluted basis (assuming the conversion of all Notes and exercise of all Warrants issued on the conversion of the Notes). Prior to the Offering, Peter Lacey, a joint actor of Summerhill (the "Joint Actor"), beneficially owned, or exercised control or direction over, 5,291,667 Common Shares. Pursuant to the Offering, Summerhill and the Joint Actor, together, beneficially own, or exercise control or direction over 5,291,667 Common Shares and a Note in the principal amount of $50,000, representing in the aggregate approximately 26.84% of the issued and outstanding Common Shares on a partially-diluted basis (assuming the conversion of Summerhill's Note and exercise of all Warrants acquired on the conversion of such Note) and 16.4% of the issued and outstanding Common Shares on a fully-diluted basis (assuming the conversion of all Notes and exercise of all Warrants issued on conversion of the Notes). These securities have been acquired and are being held for investment purposes. In the future, Summerhill or the Joint Actor may, depending on the market and other conditions, increase or decrease its beneficial ownership of the Company. For the purpose of NI 62-103, the address of Summerhill and the Joint Actor is Red Deer, Alberta.

In connection with the Offering, Herc Holdings Inc. ("Herc Holdings"), an Alberta incorporated company, has acquired a Note in the principal amount of $28,250, representing 13.21% of the issued and outstanding Common Shares on a partially-diluted basis (assuming the conversion of such Note and exercise of all Warrants acquired on the conversion of such Note) and 7.33% of the issued and outstanding Common Shares on a fully-diluted basis (assuming the conversion of all Notes and exercise of all Warrants issued on the conversion of the Notes). Prior to the Offering, Herc Holdings did not beneficially own, or exercise control or direction over, any securities of the Company. These securities have been acquired and are being held for investment purposes. In the future, Herc Holdings may, depending on the market and other conditions, increase or decrease its beneficial ownership of the Company. For the purpose of NI 62-103, the address of Herc Holdings is St. Albert, Alberta.

In connection with the Offering, George C. Shen Professional Corporation ("GCS Corp"), an Alberta incorporated company, has acquired a Note in the principal amount of $25,000, representing 11.87% of the issued and outstanding Common Shares on a partially-diluted basis (assuming the conversion of such Note and exercise of all Warrants acquired on the conversion of such Note) and 6.48% of the issued and outstanding Common Shares on a fully-diluted basis (assuming the conversion of all Notes and exercise of all Warrants issued on the conversion of the Notes). Prior to the Offering, GCS Corp did not beneficially own, or exercise control or direction over, any securities of the Company. These securities have been acquired and are being held for investment purposes. In the future, GCS Corp may, depending on the market and other conditions, increase or decrease its beneficial ownership of the Company. For the purpose of NI 62-103, the address of GCS Corp is Edmonton, Alberta.

Copies of the respective early warning reports that will be filed by Acclaim, Summerhill, Herc Holdings and GCS Corp may be obtained on the Company's SEDAR profile or by contacting the Company at 403-536-9598.

Corporate Update

Stephen Shaw has elected to resign as a director of the Company and the vacancy is anticipated to be filled by Harrison Ross, subject to approval from the TSX Venture Exchange.

About Fanlogic

Fanlogic is a platform that allows athletes, actors and social media celebrities to better monetize their audiences by converting them from simple followers to active, engaged fans. Our platform provides influencers with smart and engaging tools such as VIP access, contests and loyalty programs that incentivize fans to pay, participate, and proliferate in a clean, bully free environment As a result, influencers are able to optimize their audience and build a massive, engaged fan base for the long term.

We seek Safe Harbor.

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