April 8, 2016
POCML 3 closes $7-million receipt financing
Mr. David D'Onofrio reports
POCML 3 And Neo Lithium Complete $7,000,000 Financing
POCML 3 Inc. has raised gross proceeds of $7-million pursuant to its previously announced subscription receipt financing. Pursuant to the Financing, POCML 3 issued 20,000,000 subscription receipts (the "Subscription Receipts") at a price of $0.35 per Subscription Receipt on April 8, 2016. PowerOne Capital Markets Limited acted as finder in conjunction with the Financing. Each Subscription Receipt entitles the holder thereof, upon conversion to acquire one common share of POCML 3 as they exist after giving effect to a consolidation on the basis of 0.91 new common shares for each old common share (each such whole new common share, a "Common Share"). The Subscription Receipts will be exchanged for Common Shares immediately prior to POCML 3's completion of a business combination with Neo Lithium Corp. ("Neo Lithium") pursuant to the terms of a previously announced definitive agreement between POCML 3 and Neo Lithium effective as of April 8, 2016 (the "Transaction"). The Transaction, if completed, will constitute POCML 3's "Qualifying Transaction", as defined in the policies of the TSX Venture Exchange (the "TSXV").
Further details about the Transaction and the issuer resulting from the Transaction will be provided in the disclosure document to be prepared and filed in respect of the Transaction. For a further description of the terms of the Transaction please refer to the comprehensive press release issued by POCML 3 on April 7, 2016.
All securities issued pursuant to the Financing are subject to a hold period that will expire on August 9, 2016, which is four months and one day from the closing date of the Financing, in accordance with applicable securities laws in Canada.
We seek Safe Harbor.