Vancouver, Canada – October 9, 2024 – LQWD Technologies Corp. (TSXV: LQWD, OTCQX: LQWDF) (“LQWD” or the “Company”) is pleased to announce that it has closed the first tranche of its previously announced non-brokered private placement for aggregate gross proceeds of up to $3,215,000 (the “Private Placement”), which was originally announced on September 27, 2024.
Under the fully subscribed first tranche of the Private Placement, the Company has issued an aggregate of 3,200,000 units of the Company at a price of $0.70 per unit to raise gross proceeds of $2,240,000. Each $0.70 unit consists of one common share of the Company and one common share purchase warrant. Each warrant will entitle the holder to purchase one common share for a period of 5 years following the closing date with exercise prices as follows: 1/5th of the warrants will have an exercise price of $1.00 per share; 1/5th of the warrants will have an exercise price of $1.25 per share; 1/5th of the warrants will have an exercise price of $1.50 per share; 1/5th of the warrants will have an exercise price of $1.75 per share; and the remaining 1/5th of the warrants will have an exercise price of $2.00 per share.
The common shares and warrants from the Private Placement are subject to a 4 month hold period before becoming free trading, and the warrants are also subject to acceleration provisions.
A second and final tranche of the Private Placement of up to an additional 1.5 million units at a price of $0.65 per unit for proceeds of up to $975,000, remains open and is expected to close in November 2024. Each $0.65 unit will consist of one common share of the Company and one-half of one common share purchase warrant. Each full warrant is exercisable into one common share at an exercise price of $0.90 per share at any time up to 18 months following the closing date of the Private Placement.
The net proceeds from the Private Placement will be used for, but are not limited to, continuing to expand LQWD’s Lightning Network business, which includes purchasing Bitcoin and expanding the developer team in accordance with the Company’s business strategy, and for general working capital purposes.
In connection with the first tranche of the Private Placement, the Company issued to the finder $112,000 in cash and 160,000 share purchase warrants (each, a “Compensation Warrant”). Each such Compensation Warrant will entitle the holder to purchase one common share for a period of 5 years following the closing date with exercise prices as follows: 1/5th of the warrants will have an exercise price of $1.00 per share; 1/5th of the warrants will have an exercise price of $1.25 per share; 1/5th of the warrants will have an exercise price of $1.50 per share; 1/5th of the warrants will have an exercise price of $1.75 per share; and the remaining 1/5th of the warrants will have an exercise price of $2.00 per share.
210K Capital, LP (“210K Capital”) is an insider of the Company by virtue of its participation in the Private Placement. 210K Capital participated in the first tranche of the Private Placement by purchasing 3,200,000 units for an aggregate subscription price of $2,240,000, and the Private Placement constitutes a “related party transaction” for the Company within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company is exempt from the requirements to obtain a formal valuation and minority shareholder approval under MI 61-101 as the fair market value of each of the insider’s participation in the Private Placement does not exceed more than 25% of the market capitalization of the Company, as set forth in Sections 5.5(a) and 5.7(1)(a) of MI 61-101.
210K Capital is a US-based private investment fund managed by UTXO Management. Since 2019, UTXO Management has been investing in the Bitcoin ecosystem across public and private markets. The firm was founded by Managing Partners David Bailey, Coyn Mateer, and Tyler Evans who have been investing and advocating for Bitcoin since early 2013.
About LQWD Technologies Corp.
LQWD Technologies Corp. is a leading provider of institutional-grade liquidity services for the Lightning Network. The Company’s mission is to enhance the global adoption of Bitcoin by providing reliable and scalable liquidity solutions that power the Lightning Network. LQWD operates a growing number of Lightning Network nodes worldwide, ensuring efficient and cost-effective Bitcoin transactions for businesses and individuals alike.
For further information:
Ashley Garnot, Director
Phone: 1.604.669.0912
Email: [email protected]
Website: www.lqwdtech.com
Twitter: @LQWDTech
Forward-Looking Statements
This release contains “forward-looking information” within the meaning of applicable securities laws relating to the Company’s business plans and the outlook of the Company’s industry. Although the Company believes, considering the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate, that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. The statements in this press release are made as of the date of this release and the Company assumes no responsibility to update them or revise them to reflect new events or circumstances other than as required by applicable securities laws.
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.
This release shall not constitute an offer to sell or the solicitation of an offer to buy the Units, nor shall there be any sale of the Units in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. The Units being offered will not be, and have not been, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, a U.S. person.
