TORONTO, CANADA, Data Deposit Box Inc. (the “Company”) (CSE: DDB, OTCQB: DDBXF, Frankfurt: 2DD), a global provider of cloud backup and recovery technology, is pleased to announce a non-brokered private placement financing (the “Offering”) of up to 45,454,545 units (each, a “Unit”) at a price of $0.055 per Unit for gross proceeds of up to $2,500,000.
Each Unit consists of one common share in the capital of the Company (a “Common Share”) and one Common Share purchase warrant (a “Warrant”), entitling the holder thereof to purchase one Common Share at a price of $0.07 per Common Share for a period of twelve (12) months from the date of issuance (the “Warrant Term”), provided, however, that should the closing price at which the Common Shares trade on the Canadian Securities Exchange (or any such other stock exchange in Canada as the Common Shares may trade at the applicable time) exceed $0.15 for 20 consecutive trading days at any time following the date that is four months and one day after the date of issuance, the Company may accelerate the Warrant Term (“Reduced Warrant Term”) such that the Warrants shall expire on the date which is 30 calendar days following the date a press release is issued by the Company announcing the Reduced Warrant Term.
The Company is pleased to announce that it has completed the first tranche (“First Tranche”) of the Offering effective today, issuing 12,723,636 Unitsraising gross proceeds of $699,799.98. Proceeds raised from the Offering will be used for marketing, product development, debt reduction and general operating expenses. All securities issued pursuant to the closing of the First Tranche are subject to a statutory hold period expiring on March 12, 2017 in accordance with applicable securities legislation.
The First Tranche was subscribed for entirely by two directors of the Company (the “Related Parties”), which participation constitutes a “related party transaction” as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Such related party transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the Company nor, to the knowledge of the Company after reasonable inquiry, the Related Parties have knowledge of any material information concerning the Company or its securities that has not been generally disclosed. The participants in the First Tranche and the extent of such participation were not finalized until shortly prior to the completion of the First Tranche. Accordingly, it was not possible to publicly disclose details of the nature and extent of related party participation in the First Tranche pursuant to a material change report filed at least 21 days prior to the completion of the First Tranche.
Pursuant to closing of the First Tranche, Tim Jewell, who is located c/o Data Deposit Box Inc., 1 Eglinton Avenue East, Suite 703, Toronto, ON M4P 3A1, acquired direct ownership over 6,360,000 Common Shares and 6,360,000 Warrants. Prior to the completion of the First Tranche, Mr. Jewell owned, directly and indirectly, 2,866,668 Common Shares and stock options exercisable for 750,000 Common Shares, representing approximately 8.0% of the issued and outstanding Common Shares on a non-diluted basis and 9.9% of the issued and outstanding Common Shares on a partially-diluted basis. Upon completion of the First Tranche, Mr. Jewell directly and indirectly owns an aggregate of 9,226,668 Common Shares, 6,360,000 Warrants and stock options exercisable for 750,000 Common Shares, representing approximately 19.0% of the Common Shares on a non-diluted basis and 29.4% on a partially diluted basis.
Pursuant to closing of the First Tranche, Robert Smuk, who is located at 170 Avenue Road, Apt. 1010, Toronto, ON M5R 0A4, acquired direct ownership over 6,363,636 Common Shares and 6,363,636 Warrants. Prior to the completion of the First Tranche, Mr. Smuk owned stock options exercisable for 250,000 Common Shares, representing Nil% of the issued and outstanding Common Shares on a non-diluted basis, and approximately 0.7% of the issued and outstanding Common Shares on a partially-diluted basis. Upon completion of the First Tranche, Mr. Smuk directly and indirectly owns an aggregate of 6,363,636 Common Shares, 6,363,636 Warrants and stock options exercisable for 250,000 Common Shares, representing approximately 13.1% of the Common Shares on a nondiluted basis and 23.5% on a partially diluted basis.
The securities were acquired by the Related Parties for investment purposes. Each of the Related Parties has a long-term view of the investment and may, depending on market and other conditions, or as future circumstances may dictate, from time to time, on an individual or joint basis, increase or dispose of some or all of the existing or additional securities he holds or will hold, or may continue to hold his current position. Depending on market conditions, general economic and industry conditions, the Company’s business and financial condition and/or other relevant factors, either of the Related Parties may develop such plans or intentions in the future. A copy of the two Early Warning Reports filed under applicable Canadian securities legislation in connection with the shareholdings in the Company of the Related Parties may be found at www.sedar.com under the Company’s profile or by contacting the Company at the contact information set out below.
About Data Deposit Box
Data Deposit Box, a pioneer of cloud backup and recovery technology, has set a new industry standard by providing the SMB market with the same level of security and protection that is available to large enterprises. Data Deposit Box patented backup technology, known for its Exabyte scalability, advanced data reduction capabilities and ease-of-use, has won prestigious industry awards and has been featured in many key industry publications.
Data Deposit Box technologies and solutions are currently used daily by over 200,000 customers, 1,000 resellers, 25 MSPs and private label partners for online backup and recovery, archiving, disaster readiness, secure file sharing and remote access.
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President & COO
Data Deposit Box Inc.
This news release contains certain “forward-looking information” within the meaning of applicable securities law. Forward looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “would”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Forward-looking information is based on the opinions and estimates of management at the date the information is provided, and is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. For a description of the risks and uncertainties facing the Company and its business and affairs, readers should refer to the Company’s Management’s Discussion and Analysis. The Company undertakes no obligation to update forward-looking information if circumstances or management’s estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on forward-looking information.