VANCOUVER – Facedrive Inc. (FD-TSXV) is expecting its non-brokered private placement of units first announced on March 25, 2022, to be oversubscribed based on strong investor demand. As a result, the company has decided to increase the maximum size of the private placement to $17.5-million in aggregate gross proceeds, consisting of up to 29,661,017 units.
As per the initial announcement, each unit will be priced at 59 cents and will consist of one common share in the capital of the company and one share purchase warrant, with each warrant entitling the holder thereof to acquire one additional share at a price of 73 cents per warrant share for a period of 36 months from the date of issuance (subject to customary adjustment provisions).
“Investor demand for this placement has gone well beyond our expectations in the first 48 hours and, as a result, we have decided to upsize the offering from $15-million to $17.5-million as the round has become oversubscribed,” said Suman Pushparajah, chief executive officer and director at Facedrive. “We see this as a strong vote of confidence in management’s execution of our vision. Our focus will now centre on year-over-year revenue growth and expanded market share as a pioneer technology platform focused on mobility, transportation and logistics solutions for environmentally, socially and governance (ESG)-conscious individuals and enterprises. We believe that this upsized offering puts us in a strong position to do just that.”
The company intends to use the net proceeds from the private placement for general business development activities and general working capital purposes.
The private placement will include a subscription from a certain insider of the company, thereby making the private placement a related party transaction pursuant to Multilateral Instrument 61-101 — Protection of Minority Security Holders in Special Transactions. However, the private placement will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 since neither the fair market value of the subject matter of the private placement, nor the consideration paid, will exceed 25 per cent of the company’s market capitalization. No new insiders or control persons will be created in connection with the closing of the private placement.
The closing of the private placement remains subject to the approval of the TSX Venture Exchange. All securities that are issued pursuant to the private placement will be subject to, among other things, a hold period of four months and one day in accordance with applicable Canadian securities laws.
Facedrive is a multifaceted people-and-planet first tech ecosystem offering socially responsible services to local communities with a strong commitment to doing business fairly, equitably and sustainably. As part of this commitment, Facedrive’s vision is to fulfill its mandate through a number of services that either leverage existing technologies of the company or project synergies with existing lines of business. Facedrive’s service offerings include: its (i) ecofriendly rideshare business, Facedrive Rideshare; (ii) food delivery service, Facedrive Foods; (iii) electric and hybrid vehicle subscription business, Steer; (iv) contact-tracing and connected health technology services, Facedrive Health; (v) e-commerce platform, Facedrive Marketplace; and (vi) e-social platform, Facedrive Social.
Facedrive Rideshare was among the first to offer a wide variety of environmentally and socially responsible solutions in the transportation-as-a-service (TaaS) space, planting thousands of trees based on user consumption and offering choices between electric, hybrid and conventional vehicles (including, more recently, electric and hybrid vehicles on a subscription basis through Steer). Facedrive Marketplace offers curated merchandise typically created from sustainably sourced materials and linked to social causes. Facedrive Foods offers contactless delivery of a wide variety of foods right to consumers’ doorsteps, with a focus on doing so in a socially and environmentally conscious manner. Facedrive Social strives to keep people connected in a physically distanced world through its HiQ and other e-socialization platforms that invite users to interact based on common interests and by offering gamification and mutual community support features. Facedrive Health strives to develop and offer innovative technological solutions to the most acute health challenges, including its proprietary TraceSCAN wearable technology for contact tracing. Facedrive envisions changing the ridesharing, food delivery, e-commerce, social and health tech narratives for the better, for everyone, and is currently operational in Canada and the United States.