Vancouver, B.C. September 2, 2020 – Dimension Five Technologies Inc. (CSE: DFT) (the “Company”) announces that it has completed its previously announced non-brokered private placement (the “Private Placement”), as described in its News Release dated July 14, 2020, pursuant to which it has issued an aggregate of 10,044,440 shares (each, a “Share”) at a price of $0.05 per Share for gross proceeds of $502,222.
The Company paid cash finder’s fees of $2,700 and issued 54,000 share purchase warrants (the “Finder’s Warrants”) to one finder in connection with the Private Placement. Each Finder’s Warrant is exercisable into one Share at a price of $0.07 per Share for a period of two years from the date of issuance.
Certain insiders of the Company subscribed for a total of 2,100,000 Shares under the Private Placement, which is a “related party transaction” within the meaning of Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The issuances to the insiders are exempt from the valuation requirement of MI 61-101 by virtue of the exemption contained in section 5.5(b) as the Company’s shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in section 5.7(a) of MI 61-101 in that the fair market value of the consideration of the securities issued to the related parties did not exceed 25% of the Company’s market capitalization.
The securities issued under the Private Placement, are subject to a statutory hold period expiring four months and one day from the date of closing.
The Company intends to use the proceeds from the Private Placement for working capital and to complete the business combination with Aduro Energy Inc., with which the Company has signed a Letter of Intent. Up to $150,000 of the proceeds will be advanced to Aduro as a loan in prior to closing the business combination. There is no assurance that the business combination will close, and there are a substantial number of conditions precedent before closing occurs, including execution of a definitive agreement, receipt of Aduro audited financial statements, D5 shareholder approval and CSE regulatory approval, among others. For more detailed information, see D5’s press release dated July 14, 2020 here:
ABOUT Dimension Five Technologies Inc.
Dimension Five Technologies Inc., based in Vancouver, British Columbia, Canada is seeking to change its main business activities as set out in a press release dated July 14, 2020, referenced above. Additional information on Dimension Five is available on the company’s website at http://www.dimensionfive.ca.
For further information, please contact:
Chris Parr, CEO
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.