Vancouver, British Columbia, August 30, 2022 – Cloud Nine Web3 Technologies Inc. (CSE: CNI) (OTC: CLGUF) (FRANKFURT: 1JI0) (“Cloud Nine” or the “Company”), a leading decentralized network and data storage technology company, is pleased to announce the appointment of John Bean to the Board of Directors effective immediately.
Not for distribution to United States news wire services or for dissemination in the United States.
Cloud Nine Announces Non-Brokered Private Placement
News Release – Vancouver, British Columbia, February 1, 2023 – Cloud Nine Web3 Technologies Inc. (CSE: CNI) (OTC: CLGUF) (FRANKFURT: 1JI0) (“Cloud Nine” or the “Company”), a leading decentralized network and data storage technology company, announces a non-brokered private placement of 12,000,000 units (each, a “Unit”) at a price of $0.05 per Unit for gross proceeds of $600,000 (the “Offering”).
Each Unit will consist of one common share in the capital of the Company (each, a “Share”) and one common share purchase warrant (each, a “Warrant”). Each Warrant will entitle the holder to purchase one Share at a price of $0.06 for a period of twenty four months from the completion of the Offering.
The Company intends to use the net proceeds of the Offering for software development, working capital and general corporate purposes.
The closing date of the Offering is expected to occur on or about March 17, 2023, and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 – Prospectus Exemptions (“NI 45-106”), the Units will be offered for sale to purchasers resident in Canada, and other qualifying jurisdictions pursuant to the Listed Issuer Financing Exemption under Part 5A of NI 45-106 (the “Listed Issuer Financing Exemption”). Accordingly, the securities that will be issued under the Offering will not be subject to a statutory hold period pursuant to applicable Canadian Securities laws.
The Offering is being completed pursuant to the Listed Issuer Financing Exemption under Part 5A of National Instrument 45-106 Prospectus Exemptions, and therefore, the securities issued pursuant to the Offering will not be subject to a hold period in accordance with applicable Canadian securities laws. There is an offering document related to the Unit Offering that can be accessed under the Company’s profile at www.sedar.com and at https://brightmindsbio.com/. Prospective investors should read this offering document before making an investment decision.
There is an offering document related to the Offering that can be accessed under Cloud Nine‘s profile at www.sedar.com and on the Company’s website at www.cloud9web3.com. Prospective investors should read this offering document before making an investment decision.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States or any other jurisdiction. No securities may be offered or sold in the United States or in any other jurisdiction in which such offer or sale would be unlawful absent registration under the U.S. Securities Act of 1933, as amended, or an exemption therefrom or qualification under the securities laws of such other jurisdiction or an exemption therefrom.
On Behalf of the Board,
CLOUD NINE WEB3 TECHNOLOGIES INC.
Lucas Russell
President & CEO
(604) 669-9788
About Cloud Nine Web3 Technologies Inc.
Cloud Nine is a diversified technology company focused on leveraging its proprietary Web 3.0 technology products to enable the decentralized movement among consumers and business alike. Web 3.0 enables a sustainable world where decentralized users and machines are able to interact with data, value and other counterparties via a substrate of peer-to-peer networks without the need for third parties creating many benefits such as giving each user full control and ownership of all personal and corporate data.
For further information, please contact:
Paul Searle
Corporate Communications
Citygate Capital Corp
Phone: (778) 240-7724
psearle@citygatecap.com
Forward-Looking Statements
Certain statements in this press release are forward-looking statements and are prospective in nature. Forward-looking statements are not based on historical facts, but rather on current expectations and projections about future events, and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. These statements generally can be identified by the use of forward-looking words such as “may”, “should”, “will”, “could”, “intend”, “estimate”, “plan”, “anticipate”, “expect”, “believe” or “continue”, or the negative thereof or similar variations. Forward-looking statements in this news release include statements regarding the use of proceeds of the Offering. Such statements are qualified in their entirety by the inherent risks and uncertainties that the proceeds of the Offering may be used other than as set out in this news release and other factors beyond the control of the Company. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may differ materially from those anticipated and indicated by these forward-looking statements. Although Cloud Nine believes that the expectations reflected in forward looking statements are reasonable, it can give no assurance that the expectations of any forward-looking statements will prove to be correct. Except as required by law, Cloud Nine disclaims any intention and assumes no obligation to update or revise any forward-looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking statements or otherwise.
ON BEHALF OF THE BOARD,
Cloud Nine Web3 Technologies Inc.
Lucas Russell
President & CEO
(604) 669-9788
About Cloud Nine Web3 Technologies Inc.
Cloud Nine is a diversified technology company focused on leveraging its proprietary Web 3.0 technology products to enable the decentralized movement among consumers and business alike. Web 3.0 enables a sustainable world where decentralized users and machines are able to interact with data, value and other counterparties via a substrate of peer-to-peer networks without the need for third parties creating many benefits such as giving each user full control and ownership of all personal and corporate data.
For further information, please contact:
Paul Searle
Corporate Communications
Citygate Capital Corp
Phone: (778) 240-7724
psearle@citygatecap.com
Neither the Exchange nor its regulation services provider accepts responsibility for the adequacy of accuracy of this release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.
Cautionary Statement Regarding Forward-Looking Information
This news release contains certain forward-looking statements within the meaning of such statements under applicable securities law. Forward-looking statements are frequently characterized by words such as “anticipates”, “plan”, “continue”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potential”, “proposed”, “positioned” and other similar words, or statements that certain events or conditions “may” or “will” occur. The Company has provided the forward-looking statements in reliance on assumptions that it believes are reasonable at this time. All such forward-looking statements involve substantial known and unknown risks and uncertainties, certain of which are beyond the Company’s control. Such risks and uncertainties include, without limitation, delays resulting from or inability to obtain required regulatory approval. The reader is cautioned that the assumptions used in the preparation of the forward-looking statements may prove to be incorrect and the actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward-looking statements. Accordingly, no assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what benefits, including the amount of proceeds, the Company will derive therefrom. Readers are cautioned that the foregoing list of factors is not exhaustive. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.