Toronto, Ontario--(Newsfile Corp. - January 22, 2024) - QYOU Media Inc. (TSXV: QYOU) ("QYOU" or the "Company") announces that is has filed an amended and restated offering document (the "Offering Document") related to the Company's non-brokered private placement of up to 22,500,000 units of the Company ("Units") at a price of $0.07 per Unit (the "Offering"), for aggregate gross proceeds of up to approximately $1,575,000, as previously announced on January 16, 2024. Each Unit will be composed of one (1) common share in the capital of the Company (a "Share") and one (1) common share purchase warrant of the Company (a "Warrant"). Each Warrant will entitle the holder thereof to acquire one (1) additional Share (a "Warrant Share") at a price of $0.10 per Warrant Share for a period of twenty-four (24) months from the closing date of the Offering, subject to an accelerated expiry date at the option of the Company in the event that the ten (10) day volume weighted average trading price of the Shares on the TSX Venture Exchange ("TSXV") for any ten (10) consecutive trading days is $0.25 or more.
The Offering is being completed pursuant to the listed issuer financing exemption (LIFE) under Part 5A of National Instrument 45-106 Prospectus Exemptions and therefore the securities issued in the Offering will not be subject to a hold period in accordance with applicable Canadian securities laws. The Offering Document related to the Offering that can be accessed under the Company's profile at www.sedarplus.com and at www.qyoumedia.com. Prospective investors should read this Offering Document before making an investment decision.
The Company intends to use the net proceeds from the Offering to build out its Maxamtech and QGamesMela gaming business, and for general working capital purposes, all as more particularly set forth in the Offering Document.
The Company may compensate certain finders with a cash commission of up to 7.5% of the aggregate gross proceeds of the Offering and issue finders warrants equal to up to 7.5% of the total number of Units subscribed for under the Offering. The finders warrants, to the extent they are issued, will entitle the holder to acquire one (1) Unit, comprised of one (1) Share and one (1) Warrant, at a price of $0.07 per Unit for a period of 24 months.
The Offering is expected to close on or about January 24, 2024 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSXV.
The securities issued pursuant to the Offering have not been, nor will they 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 to, or for the account or benefit of, persons in the United States or U.S. persons absent registration under the U.S. Securities Act and all applicable state securities laws or compliance with the requirements of an exemption therefrom. 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 the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About QYOU Media
One of the fastest growing creator-media companies, QYOU Media operates in India and the United States producing, distributing and monetizing content created by social media influencers and digital content stars. In India, under our flagship brand, The Q and on connected TV, via channels Q Kahaniyan, Q GameX, Q Comedistaan & Sadhguru TV, we curate, produce and distribute premium content across television networks, VOD and OTT platforms, mobile phones, smart TV's and app-based platforms. In addition, QYOU has numerous additional content destinations, apps and gaming platforms engaging over 125 million Indian households weekly. Our influencer marketing company, Chtrbox, has been a pioneer in India's creator economy, leveraging data to connect brands to the right social media influencers. QGamesMela is a recently launched casual gaming business leveraging access to the large audience enjoyed by Q India products. In the United States, we power major film studios, game publishers and brands to create content and market via creators and influencers. Founded and created by industry veterans from Lionsgate, MTV, Disney and Sony, QYOU Media's millennial and Gen Z-focused content reaches more than one billion consumers around the world every month. Experience our work at www.qyoumedia.com.
Investor Relations Contact:
Dave Gentry
RedChip Companies Inc.
1-800-RED-CHIP (733-2447)
Or 407-491-4498
QYOUF@redchip.com
Source: QYOU Media Inc.
Forward-Looking Statements
This news release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-Looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects" and similar expressions which are intended to identify forward-looking statements. More particularly and without limitation, this news release contains forward-looking statements concerning the Offering, the receipt of necessary approvals for the Offering, the expected closing date of the Offering and the intended use of proceeds from the Offering. Forward-Looking statements are inherently uncertain, and the actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of the Company. Readers are cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of the Company. Additional risks and uncertainties regarding QYOU are described in its publicly-available disclosure documents, filed by QYOU on SEDAR+ (www.sedarplus.com) except as updated herein. Readers are further cautioned not to place undue reliance on any forward-looking statements, as such information, although considered reasonable by the respective management of the Company at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. The forward-looking statements contained in this news release are made as of the date of this news release, and are expressly qualified by the foregoing cautionary statement. Except as expressly required by securities law, the Company undertakes no obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise.
Neither the TSX Venture Exchange 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 release.
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/195255
SOURCE: QYOU Media Inc.
