For Immediate Release
Waterloo, Ontario, May 29, 2015: SponsorsOne Inc. (CSE: SPO) (Frankfurt: 5SO) (“SponsorsOne” or the Company”), the Company that has developed the SponsorsCloudTM platform, is pleased to announce that Myles Bartholomew, the President and CEO of the Company, will be subscribing for 350,000 units (“Units”) of the Company at a deemed price of $0.85 per Unit for gross proceeds of $297,500 on a private placement basis (the “Offering”). Each Unit will consist of one common share in the capital of the Company (a “Common Share”) and one non-transferable common share purchase warrant (a “Warrant”), each Warrant entitling the holder thereof to purchase an additional common share in the capital of the Company (a “Warrant Share”) for a period of 24 months from the closing date at a price of $1.10 per Warrant Share.
The Company further announces that Mr. James Fairbairn has resigned as Chief Financial Officer of the Company effective immediately. The board of directors and management would like to thank Mr. Fairbairn for his contributions to the Company and wish him every success in his future endeavours. The Company wishes to fill the vacancy created by the current resignation, with the appointment of Mr. Arvin Ramos. Mr. Ramos holds a degree in commerce and has over 15 years of business experience, having supported a broad range of industries, including mining, technology and banking. During the same period, he has served as CFO of several junior mining companies. Mr. Ramos will be granted 100,000 options to purchase common shares of the Company exercisable at a price of $0.60 per common share and expiring on May 29, 2025. The common shares issuable upon exercise of the options are subject to a four-month hold period from the original date of grant.
The Company also announces that it will enter into debt settlement agreements with various arm’s length creditors to satisfy $151,605 of indebtedness through the issuance of 207,425 common shares of the Company.
The participation by Mr. Bartholomew in the Offering constitutes a “related party transaction” as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Offering is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of securities being issued to the related party nor the consideration being paid by the related party will exceed 25% of the Company’s market capitalization. A material change report in respect of the related party transaction was not filed at least 21 days in advance of the closing of Offering due to the Company’s immediate need to address its financial situation.
About SponsorsOne Inc.:
With the SponsorsCloudTM platform, SponsorsOne is creating Brand focused proprietary ad networks. Data driven marketing campaigns and creative combined with a proprietary social ad network will change the face of the agency and the way Brands connect to their customers. Brands can now inspire real movements around their products and services in which their most valuable customers become their best salespeople producing far greater ROI than current social media advertising methods.
SponsorsOne is also the creator of a proprietary SponsorsCloud and a Social Sponsorship Currency that gives consumers real compensation for their authentic social media engagement (blogs, videos, tweets, pins and posts) along with a Social Marketplace to trade their Social Currency for products and services with the Brands they love.
ON BEHALF OF THE BOARD
Gary Bartholomew, Executive Chairman
To learn more or inquire please visit http://sponsorsone.com/
The Canadian Securities Exchange (“CSE”) has neither approved nor disapproved the contents of this Press Release.
This news release contains forward-looking statements and information that are based on the beliefs of management and reflect the Company’s current expectations. When used in this news release, the words “estimate”, “project”, “belief”, “anticipate”, “intend”, “expect”, “plan”, “predict”, “may” or “should” and the negative of these words or such variations thereon or comparable terminology, are intended to identify forward-looking statements and information.
Such statements and information reflect the current view of the Company with respect to risks and uncertainties that may cause actual results to differ materially from those contemplated in those forward-looking statements and information. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following risks: risks associated with marketing and sale of securities; the need for additional financing requirements and access to capital, reliance on key personnel; the potential for conflicts of interest among certain officers or directors with certain other projects; the volatility of the volume and price of the Common Shares, the failure of the business strategy, the integrity of the Company’s patents and proprietary intellectual property and competition. The Company cautions that the foregoing list of risk factors is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors. When relying on the Company’s forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events, including the risk factors set out in the Company’s Listing Statement. The Company has assumed a certain progression, which may not be realized. It has also assumed that the material factors referred to above will not cause such forward-looking statements and information to differ materially from actual results or events.
THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS NEWS RELEASE REPRESENTS THE EXPECTATIONS OF THE COMPANY AS OF THE DATE OF THIS NEWS RELEASE AND, ACCORDINGLY, IS SUBJECT TO CHANGE AFTER SUCH DATE. READERS SHOULD NOT PLACE UNDUE IMPORTANCE ON FORWARD-LOOKING INFORMATION AND SHOULD NOT RELY UPON THIS INFORMATION AS OF ANY OTHER DATE. WHILE THE COMPANY MAY ELECT TO, IT DOES NOT UNDERTAKE TO UPDATE THIS INFORMATION AT ANY PARTICULAR TIME EXCEPT AS REQUIRED IN ACCORDANCE WITH APPLICABLE SECURITIES LEGISLATION.