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Tribe announces the closing of its previously announced Listed Issuer Financing Exemption (LIFE) offering for aggregate gross proceeds of $2,500,000, with strong participation from the Company's management team and other insiders.
VANCOUVER, BC, June 24, 2024 /CNW/ - Tribe Property Technologies Inc. (TSXV: TRBE) (OTCQB US: TRPTF) ("Tribe" or the "Company"), a leading provider of technology-elevated property management solutions, is pleased to announce it has closed its fully subscribed non-brokered private placement (the "Private Placement"), under the Listed Issuer Financing Exemption (as defined below), of 4,807,691 units of the Company (each, a "Unit") at a price of $0.52 per Unit to raise gross proceeds of $2,500,000.
Tribe Property Technologies Inc. logo (CNW Group/Tribe Property Technologies Inc.)
Each Unit consisted of one common share of the Company and one-half of one common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant entitles the holder to purchase one common share of the Company at a price of $0.82 at any time on or before June 21, 2029.
Joseph Nakhla, CEO of Tribe, commented, "We are pleased to announce the closing of the LIFE offering and grateful for the support we have received from new investors as well as our existing shareholder base. With the recently closed private placement of approximately $3.66 million led by PROPELR Growth Fund, the Company has now successfully raised approximately $6.17 million of new capital. The LIFE offering has strengthened our balance sheet and allows us to execute on our future growth initiatives. I am excited by the Company's current trajectory, as Tribe's annualized revenue run rate is now exceeding $31 million with improving profitability."
The net proceeds raised from the Private Placement will be used for general working capital purposes.
The Units were issued pursuant to the Private Placement under the Listed Issuer Financing Exemption under Part 5A of National Instrument – 45-106 – Prospectus Exemptions (the "Listed Issuer Financing Exemption" or "LIFE") and are not subject to resale restrictions in Canada in accordance with the applicable Canadian securities laws and the policies of the TSX Venture Exchange (the "Exchange"). The Units issued to the Company's management and insiders are subject to the Exchange Hold Period (as defined in the Exchange's Corporate Finance Policies). The Private Placement remains subject to the final approval of the Exchange.
In connection with the closing of the Private Placement, the Company paid finders' fees to arms-length brokerage firms of $68,669.51 and issued 132,057 non-transferable common share purchase warrants (each, a "Broker Warrant"). Each Broker Warrant entitles the holder to purchase one common share at a price of $0.82 at any time on or before June 21, 2029. The Broker Warrants, and any common shares issued on exercise are subject to a four months and a day holding period in accordance with applicable Canadian securities laws.
The Company also completed a non-brokered private placement of 20,000 Units for gross proceeds of $10,400 (the "Concurrent Offering", and together with the Private Placement, the "Offering"). The Units issued pursuant to the Concurrent Offering are subject to a four months and a day hold period.
Insiders of the Company, Round 13 Growth II, L.P. ("PROPELR"), Scott Ullrich, Joseph Nakhla, Angelo Bartolini, Lawrence Liu and Allen Kwok participated in the Offering, acquiring an aggregate of 2,402,705 Units on the same terms as other investors for aggregate gross proceeds to the Company of $1,249,406.60 (the "Insider Participation"). The Insider Participation constitutes a "related party transaction" pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is exempt from the requirement to obtain a formal valuation or minority shareholder approval in connection with the Insider Participation under MI 61-101 in reliance on Sections 5.5(a) and 5.7(1)(a) of MI 61-101 due to the fair market value of the Insider Participation being below 25% of the Company's market capitalization for purposes of MI 61-101. The Company did not file a material change report 21 days prior to the expected closing date of the Offering as the details of the Insider Participation in the Offering had not been finalized at that time. The Offering has been approved by the Board of Directors of the Company with each of Sanjiv Samant, a director of the Company and founder and managing partner of PROPELR, and Joseph Nakhla, a director and officer of the Company, having disclosed his interest in the Offering and abstaining from voting thereon. The Company has not received, nor has it requested a valuation of its securities or the subject matter of the Insider Participation in the 24 months prior to the date hereof.
About Tribe Property Technologies
Tribe is a property technology company that is disrupting the traditional property management industry. As a rapidly growing tech-forward property management company, Tribe's integrated service-technology delivery model serves the needs of a much wider variety of stakeholders than traditional service providers. Tribe seeks to acquire highly accretive targets in the fragmented North American property management industry and transform these businesses through streamlining and digitization of operations. Tribe's platform decreases customer acquisition costs, increases retention, and allows for the addition of value-added products and services through the platform. Visit tribetech.com for more information.
ON BEHALF OF THE BOARD
"Joseph Nakhla" Chief Executive Officer 1606 – 1166 Alberni Street, Vancouver, British Columbia V6E 3Z3
Cautionary Statement on Forward-Looking Information
This news release may contain certain "Forward-Looking Statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. When or if used in this news release, the words "anticipate," "believe," "estimate," "expect," "target, "plan," "forecast," "may," "schedule," and similar words or expressions identify forward-looking statements or information. These forward-looking statements or information may relate to the anticipated use of proceeds from the Offering, and other factors or information. Such statements represent the Company's current views with respect to future events and are necessarily based upon a number of assumptions and estimates that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social risks, contingencies and uncertainties. Many factors, both known and unknown, could cause results, performance, or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements. The Company does not intend and does not assume any obligation, to update these forward-looking statements or information to reflect changes in assumptions or changes in circumstances or any other events affecting such statements and information other than as required by applicable laws, rules and regulations.
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 or accuracy of this release.
