IT News Online – AMPD Ventures Raises C $ 6.94 Million Via Broker-Free Oversubscribed Private Placement To Invest In Metaverse Initiatives



VANCOUVER, BC / ACCESSWIRE / November 26, 2021 / AMPD Ventures Inc. (“AMPD” or the “Company”) (CSE: AMPD) (OTCQB: AMPDF) (FRA: 2Q0) is pleased to announce that it has closed the Company’s recently announced non-brokered private placement (the “Private Placement”) for aggregate gross proceeds of C $ 6.94 million.

“This positive response from existing and new AMPD investors demonstrates confidence in the company, recognition of the progress we have made and great interest in our emerging initiatives related to the metaverse in AMPD’s core infrastructure business, as well. as the planned acquisition of Departure Lounge Inc., ”said Anthony Brown, CEO of AMPD.

The private placement was announced on October 26, 2021, with the Company initially expecting to issue up to 11,666,667 units (the “Units”) at a price of C $ 0.30 per unit for total gross proceeds of up to 3 , CA $ 5 million. The Company announced an increase in the size of the private placement on November 1, 2021, bringing the number of units to 16,666,777 units for total gross proceeds of C $ 5.0 million.

The private placement closed on November 25, 2021 and the Company issued 23,139,663 units at a price of C $ 0.30 per unit, for total gross proceeds of C $ 6,941,900.

Each unit is composed of one common share of the Company (each a “share”) and one common share purchase warrant (each a “unit purchase warrant” and, collectively, the “warrants”. unit ”), each unit warrant giving the right to subscribe to one share (each a“ warrant share ”and, collectively, the“ warrant shares ”) at an exercise price of Cdn $ 0.50 per warrant share for a period of 24 months following the closing date of the private placement. The expiration date of the unit warrants may be brought forward at the option of the Company if, at any time before the expiration of the unit warrants, the volume-weighted average price of the underlying shares on the Canadian Securities Exchange (or other Canadian exchange on which the Common Shares are then listed) is or exceeds C $ 0.80 for a period of ten consecutive trading days.

In connection with the private placement, the Company paid CA $ 189,462 in cash to certain intermediaries and issued 631,539 warrants as finder’s fees.

Insiders of the Company subscribed for a total of 1.5 million units, for total proceeds of C $ 450,000, or 6.48% of the total amount raised.

Mr. Sheldon Inwentash directly subscribed for 500,000 units for C $ 150,000 and ThreeD Capital Inc., a public company of which Mr. Inwentash is the Chairman and Chief Executive Officer, subscribed for 1 million units for C $ 300,000 , decreasing the direct and indirect holdings of Mr. Inwentash from 17.12% to 15.80% of the issued and outstanding shares of AMPD on a partially diluted basis, assuming the exercise of warrants and options held.

Mr. Inwentash’s participation in the Private Placement constitutes a “related party transaction” as such terms are defined in Multilateral Instrument 61-101. Protection of holders of minority securities in special transactions (“MI 61-101”). The Company avails itself of the exemptions from the formal minority assessment and approval requirements set out in paragraph 5.5 (a) and paragraph 5.7 (1) (a) of NI 61-101 because the fair market value of the consideration for the Company’s securities to be issued to insiders does not exceed 25% of its market capitalization. Participation in the private placement by insiders was approved by the disinterested directors of the Company who concluded that the private placement was concluded on market terms and was fair to the holders of minority securities.

All the securities issued within the framework of the private placement are subject to a four-month holding period.

As previously indicated, the Company has signed a non-binding letter of intent (“LOI”) with Departure Lounge Inc. (“Departure Lounge”) and its shareholders. Departure Lounge is a Vancouver, BC-based company pursuing various technology and content initiatives related to the development of the Metaverse. The letter of intent contemplates the acquisition of the departure lounge by the company under a definitive share purchase agreement whereby the company will acquire all of the issued and outstanding shares of the departure lounge ( the “acquisition”). The Acquisition may constitute a “related party transaction” within the meaning of Multilateral Instrument 61-101, as James Hursthouse is the current chief strategy officer of the Company and one of the sellers of the Acquisition. The acquisition remains subject to the completion of due diligence, the signing of a definitive acquisition agreement and the receipt of all necessary regulatory and shareholder approvals. For further details on the Acquisition, please refer to the Company’s press release dated October 26, 2021, which is available under the Company’s profile on SEDAR at

The Company intends to use C $ 2.5 million of the proceeds of the private placement to fund ongoing post-acquisition boarding lounge operations and has increased the planned allocation to general working capital to ‘AMPD of the C $ 2.5 million to C $ 4.4 million private placement to accelerate the deployment of AMPD’s high-performance edge computing environments around the world.

About AMPD Ventures Inc.

AMPD specializes in providing high performance cloud and computing solutions for low latency applications including video games and esports, digital animation and visual effects, as well as collection, analysis and visualization. of Big Data.


/ s / “Anthony Brown”

Anthony brown
CEO and director
AMPD Ventures Inc.
[email protected] | Phone. : 604-332-3329

For more information on AMPD, please contact:

Investor Relations
Phone. : 604-332-3329 ext. 3
[email protected]

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Forward-looking statements

This press release contains statements and information that constitute “forward-looking information” within the meaning of Canadian securities laws. Forward-looking information is based on the reasonable assumptions, estimates, analyzes and opinions of our management in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management considers relevant. and reasonable. under the circumstances and on the date on which such statements are made, but which may prove to be inaccurate. Forward-looking information contained in this press release includes statements regarding management’s intended use of the proceeds of the private placement, and management’s ability to complete the acquisition, and management’s plans to accelerate the deployment of the environments. advanced high-performance computing systems from AMPD around the world, and all other statements that are not statements of historical fact.

Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause AMPD’s actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by the companies. forward-looking information. These factors include, but are not limited to: the successful completion of due diligence with respect to the departure lounge, the execution of a definitive agreement for the acquisition and the ability to obtain approvals and meet the conditions required for the acquisition, as well as the factors discussed in the section entitled “Risk Factors” in the Company’s Form 2A registration statement dated October 17, 2019 and “Risks and Uncertainties” in the most recent Management’s Discussion and Analysis filed on SEDAR.

Although the forward-looking information is based on the reasonable assumptions of our management as of the date on which such statements are made, there can be no assurance that the forward-looking information will prove to be accurate and that the acquisition will be completed or that the company will be successful in completing the its goals of deploying its advanced, high-performance computing environments around the world, or that its expectations for the development of the metaverse will prove to be correct, as actual results and future events could differ materially from those anticipated in such projects. information search. Therefore, readers should not place undue reliance on forward-looking information. AMPD does not undertake to update or revise forward-looking information except in accordance with applicable securities laws.

All forward-looking information contained in this press release is qualified by this cautionary statement.

THE SOURCE: AMPD Ventures Inc.

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