TrustBIX Inc. Announces Upsizing of Previously Announced Private Placement to $2,000,000 with Insiders Participation

Newsfile Corp.
·4 min read

Edmonton, Alberta--(Newsfile Corp. - January 15, 2021) - TrustBIX Inc. (TSXV: TBIX) ("TrustBIX") is pleased to announce that due to strong investor demand it has increased the size of the previously announced non-brokered private placement offering of units ("Units") to $2,000,000, or up to 10,000,000 Units, at a price of $0.20 per Unit, subject to regulatory approval. Each Unit is comprised of one (1) common share in the capital of TrustBIX ("Common Share") and one (1) Common Share purchase warrant ("Warrant"), whereby each Warrant entitles the holder to purchase one (1) Common Share at a price of $0.30 for a period of one (1) year from the date of closing. If the closing price of the Common Shares on the principal market on which such shares trade is equal to or exceeds $0.50 per Common Share for twenty (20) consecutive trading days, TrustBIX will have the right to accelerate the expiry date of the Warrants.

In the event of acceleration, the expiry date will be accelerated to a date that is thirty (30) days after the date that written notice has been given to the warrant holder or the date that TrustBIX has issued a press release announcing the exercise of the acceleration right; and thereafter, no further notification will be provided by TrustBIX to the subscribers.

The issuance of Units to insiders pursuant to the Private Placement will constitute a "related party transaction" as defined under Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Offering will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101. In particular, TrustBIX anticipates that the exemptions set out in paragraphs (a) and (b) in section 5.5 of MI 61-101 are applicable since the aggregate consideration to be paid by the related parties will not exceed 25% of the market capitalization of TrustBIX and TrustBIX is not listed on the Toronto Stock Exchange, but only on the TSX Venture Exchange. In addition, regarding the minority shareholder approval exemptions, the independent directors have determined that the exemptions set out in paragraphs (1)(a) and (b) in section 5.7 of MI 61-101 are applicable in that the aggregate consideration to be paid by the related parties will not exceed 25% of the market capitalization of TrustBIX, the distribution of the securities to the related parties will have a fair market value of not more than $2,500,000 and TrustBIX is not listed on the Toronto Stock Exchange, but only on the TSX Venture Exchange.

TrustBIX will use the proceeds from the Private Placement for general working capital and growing its business.

The closing of the Offering is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals, including the acceptance of the TSX Venture Exchange. The securities issued under the Offering will be subject to the standard four-month hold.

About TrustBIX (TSXV: TBIX)

As an innovative leader, TrustBIX provides agri-food traceability. By addressing consumer and agri-food business demands, the Company has a goal to become the most trusted and largest source of third-party food traceability and sustainability information globally - Gate to Plate®. TrustBIX Inc.'s focus is to create a world where we trust more, waste less and reward sustainable behaviour. The Company's proprietary platform, BIX (Business infoXchange System), is designed to create trust without compromising privacy through innovative use of data and technology. Extensive R&D has allowed TrustBIX to create a new blockchain-derived technology to complement its mature and proven traceability systems. By leveraging BIX and its unique use of incentive solutions, the Company can deliver independent validation of food provenance and sustainable production practices within the supply chain. ViewTrak Technologies Inc., a wholly owned subsidiary, provides a suite of hardware and software solutions to the livestock industry in Canada, United States, Mexico and China, such as Auction Master Pro, Market Master, Feedlot Solutions and pork grading probes. For more information, visit www.trustbix.com, or follow us on Twitter twitter.com/@TrustBIX_Inc, Facebook at www.facebook.com/BIXSco, or LinkedIn: https://www.linkedin.com/company/bixsco-inc-/.

FOR MORE INFORMATION CONTACT:

Mr. Hubert Lau
President and CEO
Telephone: (780) 456-2207
Email: info@trustbix.com

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 of accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/72156