Business
DGTL Holdings Announces Closing of First Tranche of Financing
Toronto, Ontario--(Newsfile Corp. - December 7, 2021) - DGTL Holdings Inc. (TSXV: DGTL) (OTCQB...
About this update from Dgtl Holdings, Inc.
[{"type":"text","content":"DGTL Holdings Announces Closing of First Tranche of FinancingToronto, Ontario--(Newsfile Corp. - December 7, 2021) - DGTL Holdings Inc. (TSXV: DGTL) (OTCQB: DGTHF) (FSE: A2QB0L) (\"DGTL\" or the \"Company\"), today announced the closing of a first tranche (the \"First Tranche\") of its previously announced private placement offering of subscription receipts (\"Subscription Receipts\"). Under the First Tranche, the Company issued 1,030 Subscription Receipts at an offering price of $1,000 per Subscription Receipts, for aggregate gross proceeds of $1,030,000. The completion of the First Tranche satisfied a key condition to closing in the arrangement agreement between the Company and Engagement Labs Inc. (\"EL\") dated August 11, 2021, as amended. The gross proceeds of the First Tranche (the \"Subscription Receipt Proceeds\") are held by Garfinkle Biderman LLP (\"Garfinkle\"), in its capacity as subscription receipt agent, pursuant to the terms of a subscription receipt agreement entered into between DGTL and Garfinkle. Upon the satisfaction and/or waiver of certain escrow release conditions (the \"Escrow Release Conditions\") each Subscription Receipt will automatically be converted into a $1,000 principal amount Convertible Debenture (as defined below) and the Subscription Receipt Proceeds will be released. The Escrow Release Conditions shall include, without limitation, the completion of the DGTL's previously announced acquisition of EL pursuant to a plan of arrangement and the delivery by DGTL of a notice to Garfinkle confirming such condition has been met.The Convertible Debentures will bear interest at an annual rate of 7.00% payable in arrears in equal installments semi-annually. The Convertible Debentures will mature two years following the satisfaction of the Escrow Release Conditions (the \"Maturity Date\") as will be further set out in debenture certificates to be issued upon conversion of the Subscription Receipts. The principal amount of Convertible Debenture will be convertible at the holder's option into common shares of DGTL (the \"Conversion Shares\") at any time prior to the Maturity Date at a conversion price of $0.30 per Conversion Share. Subject to the approval of the TSX Venture Exchange (the \"TSXV\"), in lieu of paying any interest accrued and payable in respect of the Convertible Debentures, DGTL may elect t...