TSX-V: BEAN $0.61 +0.01 +1.67% Volume: 38,000 September 22, 2017
Pricing delayed 20 minutes

Peekaboo Beans Completes Second Closing and Provides Corporate Updates

Jun 29, 2017

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS.



VANCOUVER, BC (FSCwire) - Peekaboo Beans Inc. (“Peekaboo Beans” or the “Company”) (TSXV-BEAN), a direct-sales retailer of children’s apparel, is pleased to announce that it has completed a second closing of its previously announced non-brokered private placement of units (the “Second Closing”). The Second Closing consisted of the issuance of 857,000 units at a price of $0.60 per Unit (defined below) for aggregate gross proceeds of $514,200.00.

 

The closing that occurred on May 12, 2017 (the “First Closing”) consisted of the issuance of 2,633,001 units at a price of $0.60 per Unit for aggregate gross proceeds of $1,579,800.60. The aggregate gross proceeds of the First Closing and Second Closing (the “Private Placement”) were $2,094,000.60.

 

The Company intends to use the net proceeds from the Second Closing to expand its independent sales network of “Stylists” into the United States, and further expand its operations in Eastern Canada which will include, in each case, sales training, marketing initiatives, software development and inventory.

 

Each unit (a “Unit”) consisted of one common share in the capital of the Company (a “Common Share”) and one-half of one Common Share purchase warrant (each whole warrant, a “Warrant”) with each Warrant exercisable by the holder into one Common Share at a price of $0.80 for a period of 24 months from the closing date. The exercise period of each Warrant may be accelerated by the Company if at any time during the term of the Warrant the volume weighted average price of the Company’s common shares on the TSX Venture Exchange is equal to or greater than $1.55 over a period of 10 consecutive trading days.

 

In connection with the Second Closing and pursuant to finder fee agreements, certain finders were paid a commission comprised of an aggregate cash fee in the amount of $28,732.01 and was issued an aggregate of 47,887 share purchase warrants (the “Finder Warrants”). Each Finder Warrant is exercisable for one Common Share at a price of $0.80 per Common Share for a period of 24 months from the date of the Second Closing and subject to acceleration

provisions as set forth above.

 

All securities issued in the Second Closing, including securities issuable on exercise thereof, are subject to a hold period expiring four months and one day from the closing date.

 

Corporate Updates

 

Amendment to Promissory Note

 

The Company has entered into an agreement with Nikki Mayer, the Chief Financial Officer of the Company, to amend and restate the terms of a convertible promissory note dated September 30, 2015 (the “Amended Note”), subject to the approval of the TSX Venture Exchange. The Amended Note will have an outstanding principal amount of $266,566.62, accrue interest at an annual rate of 12%, and will be convertible into units of the Company and such units will have the same terms and conditions as the Units issued in the Private Placement. The maturity date of the Amended Note will be December 31, 2019.

 

Because Ms. Mayer is an officer of the Company, the agreement with respect to the Amended Note will constitute a “related party transaction” within the meaning of MI-61-101. The board of directors of the Company has determined that neither the value of the Units issuable pursuant to the Amended Note, nor the amount owing under the Amended Note will exceed 25% of the Company’s market capitalization on the date of amendment. As a result, the agreement with the respect to the Amended Note is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101.

 

About Peekaboo Beans

 

Peekaboo Beans Inc. is a high-quality, ethically manufactured children’s apparel brand sold exclusively through its direct-sales network of Stylists or independent sales representatives. In line with its mission, Peekaboo Beans develops custom fabrics and designs its apparel to promote play in children’s lives. Through the direct-sales model, Peekaboo Beans trains women to be entrepreneurs, build a business and generate income on their own terms.

 

Following the Second Closing and the closing of the Shares for Debt Transaction, Peekaboo Beans has 11,016,424 Common Shares and 4,865,073 warrants outstanding.

 

Forward-Looking Information

 

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. This news release may include forward-looking information that is subject to risks and uncertainties. All statements within, other than statements of historical fact, are to be considered forward-looking, including statements with respect to the use of proceeds from the Private Placement. Although the Company believes the expectations expressed in such forward-looking information are based on reasonable assumptions, such information is not a guarantee of future performance and actual results or developments may differ materially from those contained in forward-looking information. Factors that could cause actual results to differ materially from those in forward-looking information include, but are not limited to, fluctuations in market prices, successes of the operations of the Company, continued availability of capital and financing and general economic, market or business conditions. There can be no assurances that such information will prove accurate and, therefore, readers are advised to rely on their own evaluation of such uncertainties. The Company does not assume any obligation to update any forward-looking information except as required under the applicable securities laws.

 

For further information, please contact:

 

Peekaboo Beans Inc.

Mrs. Traci Costa

CEO and President

+ (604) 279-2326

traci@peekaboobeans.com

 

Investor Relations:

 

investors.peekaboobeans.com

1-855-692-3267

ir@peekaboobeans.com

 

To view the original version, visit: http://investors.peekaboobeans.com/overview/

 

SOURCE: Peekaboo Beans Inc.

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