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NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES
TORONTO, May 12, 2021 (GLOBE NEWSWIRE) -- HIRE Technologies Inc. (TSXV: HIRE) ("HIRE" or the "Company"), a company focused on modernizing and digitizing human resources solutions, is pleased to announce that it has entered into an agreement with Eight Capital to lead a brokered best efforts private placement of up to $5,000,000 aggregate principal amount of convertible debenture units (the "Convertible Debenture Units") at a price of $1,000 per Convertible Debenture Unit (the “Offering”). Eight Capital will have an option to sell up to 750 additional Convertible Debenture Units for a maximum aggregate gross proceeds from the Offering of $5,750,000.
Pursuant to the Offering, each Convertible Debenture Unit will be comprised of one unsecured convertible debenture (the “Convertible Debenture”) of the Company in the principal amount of $1,000 and common share purchase warrants (the “Warrants”) exercisable for 50% of the number of common shares issuable on conversion of a Convertible Debenture. Final terms of the Convertible Debentures and the Warrants will be determined in the context of the market.
Simon Dealy, CEO of HIRE Technologies commented, “Given our robust 2020 performance, and growing acquisition pipeline, I’m very pleased to allocate these funds towards organic revenue growth and our disciplined M&A program.”
The net proceeds of the Offering are expected to be used for future acquisitions, working capital and general corporate purposes.
The Company has agreed to pay Eight Capital: (i) a cash fee equal to 7% of the gross proceeds raised from the Offering (3% for President’s List); and (ii) non-transferable warrants entitling the holder to purchase that number of Common Shares as is equal to 7% of the gross proceeds of the Offering (3% for President’s List) divided by the conversion price (the “Broker Warrants”). Each Broker Warrant is exercisable for one Common Share at the conversion price until 36 months after the Closing Date.
Closing of the Offering is expected to occur on or about June 1, 2021 (the “Closing Date”). The Offering is subject to customary closing conditions including, but not limited to, the receipt of Exchange acceptance.
Insiders and related parties of the Company may acquire Convertible Debenture Units under the Offering. Such participation may be considered to be "related party transactions" within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company intends to rely on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 in respect of related party participation in the Offering as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for the Offering, insofar as it involves interested parties, is expected to exceed 25% of the Company's market capitalization. In the event of participation of any director of the Company, such director shall disclose such participation and shall abstain from voting on the approval by the board of directors of the Company. The Company will not file a material change report 21 days prior to the Closing Date because details will not be settled until shortly prior to the Closing Date and the Company intends to complete the Offering as soon as commercially possible.
The securities of the Company have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an available exemption from the registration requirement of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About HIRE Technologies Inc.
HIRE is investing in and shaping the future of human resource management with a technology-first focus, by consolidating and modernizing the staffing marketplace. The company owns and operates staffing firms as well as platform technology that it uses to help those firms become more technologically advanced. The company is a disciplined capital allocator due to its technology DNA and extensive experience in building and growing staffing companies of all types. HIRE has a large recurring revenue base and helps our clients manage change in the workplace in order to achieve success.
For further information, please contact:
HIRE Technologies Inc.
Simon Dealy, Chief Executive Officer
Phone: (647) 264-9196
Nikhil Thadani, Investor Relations (Sophic Capital)
Phone: (647) 670-0997
Neither the TSXV 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 press release.
This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking statements relate to future events or future performance and reflect the expectations or beliefs of management of the Company regarding future events. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as "intends" or "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would" or "occur". This information and these statements, referred to herein as "forward-looking statements", are not historical facts, are made as of the date of this news release and include without limitation, statements regarding discussions of future plans, estimates and forecasts and statements as to management's expectations and intentions with respect to, among other things, the business objectives of the parties.
These forward-looking statements involve numerous risks and uncertainties, and actual results might differ materially from results suggested in any forward-looking statements.
In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, information concerning the closing of the Offering, the receipt of approval from the Exchange, the use of proceeds and HIRE's acquisition strategy and the expected benefits thereof, are forward-looking statements.
Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information.