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TORONTO, March 12, 2020 /CNW/ - Internet of Things Inc. (TSX VENTURE: ITT) (OTC: INOTF) (FRANKFURT: 71T) ("ITT Inc." or the "Company"), a software and solutions provider in the artificial intelligence and industrial IoT markets, announces a proposed non-brokered private placement of a minimum of 75,000,000 units (the "Units") and up to 125,000,000 Units at $0.01 per Unit for gross proceeds of between $750,000 and $1,250,000 (the "Offering").
Each Unit is comprised of one common share of ITT Inc. ("Share") and one share purchase warrant ("Warrant"). Each Warrant will entitle the holder to acquire one additional Share of ITT Inc. at an exercise price of $0.01 per Share (on a pre-Consolidation basis and $0.05 per Share on a minimum post-Consolidation basis) for a period of 24 months from the date of issuance. If the volume weighted average price of the Shares on the TSXV is equal to or greater than $0.05 (on a minimum pre-Consolidation basis and $0.25 on a minimum post-Consolidation basis) for any 10 consecutive trading days, four months and a day after the closing of the Offering, ITT Inc. may, upon providing written notice to the holders of Warrants, accelerate the expiry date of the Warrants to the date that is 30 days following the date of such written notice. If the Consolidation is not completed, the exercise price will remain $0.05 per Share.
The pricing of the Offering is based on the temporary relief measures established by the TSX Venture Exchange ("TSXV"). The Offering and its pricing require approval of the TSXV as per temporary relief criteria set out in the TSXV's bulletin of April 7, 2014, (the "Temporary Relief Measures"). The Company's Board of Directors ("Board") is proposing to consolidate ITT Inc.'s issued and outstanding common shares on a minimum of one new for five old common shares (the "Consolidation"), or such other consolidation ratio as the Board may determine. The Board believes the Consolidation will increase the Company's flexibility and competitiveness in the marketplace and make its securities more attractive to a wider audience of potential investors resulting in a more efficient market for its common shares. In order to complete the Offering being made in reliance on the Temporary Relief Measures, ITT Inc. has provided an undertaking to the TSXV to hold a special shareholders meeting to approve the consolidation within 180 days of completion of the Offering.
The effective date of the Consolidation will occur after TSXV approval and subsequent to the closing of the Offering, which is subject to the approval of the TSXV. All securities issued in connection with the Offering will be subject to a statutory hold period of four months plus a day from the date of issuance.
The proceeds from the Offering will be used for business development and sales ($250,000), corporate pivot and product development of new artificial intelligence verticals ($225,000) and general working capital purposes. ITT Inc. intends to use the proceeds of the Offering as described above and the actual allocation of proceeds may vary from the uses set out above depending on future operations, events or opportunities.
The Company may pay finders fees to eligible finders of up to 10% cash and 10% finder warrants, with each finder warrant exercisable into a unit ("Finder Unit") for a period of two years. Each Finder Unit is comprised of one Share and one Warrant.
About Internet of Things Inc. (TSX VENTURE: ITT) (OTC: INOTF) (FRANKFURT: 71T)
Internet of Things Inc. operates data-driven artificial intelligence and industrial IoT companies that deliver significant benefit to the verticals they serve. Based in Toronto, Canada, ITT Inc. owns Weather Telematics Inc., and New Hope Int'l Inc., a joint venture channel partnership with Shanghai New Hope Data Technology Co. Ltd. and is headquartered in Toronto, Canada.
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Cautionary and Forward-Looking Statements
Statements contained in this news release, which are not historical facts, are forward-looking statements that involve risk, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. All forward-looking statements included in this news release are based on information available to the Company on the date hereof. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results of the Company to differ materially from the conclusion, forecast or projection stated in such forward-looking statements. These risks, uncertainties and other factors include, but are not limited to factors referenced in the Company's other continuous disclosure filings, which are available at sedar.com. Readers should not place undue reliance on these forward-looking statements. The Company assumes no obligation to update any forward-looking statements, except as required by applicable securities laws.
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SOURCE Internet of Things Inc.
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