October 19, 2021: Vancouver, BC – Tracesafe Inc., (“TraceSafe”) (CSE: TSF) a global leader in location-aware Internet of Things (IoT) platforms for large-scale industrial and enterprise operations, announces that it has closed a non-brokered private placement for aggregate principal amount of up to C$306,000 (the “Offering”), pursuant to which it has issued non-transferable, unsecured convertible notes (each, a “Convertible Note”).
The Convertible Notes mature 12 months from the Closing Date (the “Term”), bear interest at a rate equal to 10.5% per annum, payable on the last business day of each month, beginning on November 30, 2021, and are convertible into units (the “Units”) at a conversion price of C$0.65 per Unit. Each Unit consists of one common share of TraceSafe (each, a “Common Share”) and one common share purchase warrant (a "Warrant"). Each whole Warrant entitles the holder thereof to acquire one Common Share at an exercise price of $1.25 per Common Share for a period of two years from the date of issuance.
If TraceSafe’s shares trade on the Canadian Securities Exchange at a price of $2.00 per share or greater for twenty consecutive trading days at any time during the Term, TraceSafe will have the right (but not the obligation) at any time thereafter to require the holders of the Convertible Notes to convert their Convertible Notes into Units.
The Convertible Notes, as well as the underlying Units, will be subject to a statutory hold period for a period of four months and one day from the Closing Date. The proceeds of the Offering will be used for general working capital.
TraceSafe will pay eligible finders a fee (the "Finder's Fees") on the Offering equal to 3.0% of the aggregate gross proceeds, subject to the policies of the Canadian Securities Exchange.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
TraceSafe is a full suite of real-time location management services and contact tracing solutions enabled through advanced low-power Bluetooth beacons and enterprise cloud management. TraceSafe’s leading cloud management solution ensures both user privacy and comprehensive administrative control. TraceSafe’s patented contact tracing bracelet has already been deployed in mission-critical quarantine applications around the world in partnership with leading governments. In addition to their government work, TraceSafe is developing leading-edge solutions for Enterprise, Healthcare, Education, Government, and large-scale venue management.