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Spirit Banner II Capital Corp. Announces Closing of Subscription Receipt Financing and Execution of Definitive Agreement to Complete Qualifying Transaction with Sabio Mobile, Inc.

Toronto, Ontario--(Newsfile Corp. - October 15, 2021) - Spirit Banner II Capital Corp. (TSX...

articleSabio Holdings, Inc.October 15, 20213/company/sabio-holdings-inc/news/spirit-banner-ii-capital-corp-announces-closing-of-subscription-receipt-financing-and-execution-of-definitive-agreement-to-complete-qualifying-transaction-with-sabio-mobile-inc
Spirit Banner II Capital Corp. Announces Closing of Subscription Receipt Financing and Execution of Definitive Agreement to Complete Qualifying Transaction with Sabio Mobile, Inc.

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[{"type":"text","content":"Spirit Banner II Capital Corp. Announces Closing of Subscription Receipt Financing and Execution of Definitive Agreement to Complete Qualifying Transaction with Sabio Mobile, Inc. Toronto, Ontario--(Newsfile Corp. - October 15, 2021) - Spirit Banner II Capital Corp. (TSXV: SBTC.P) (\"Spirit Banner\" or the \"Corporation\"), is pleased to provide an update on its proposed business combination with Sabio Mobile, Inc. (\"Sabio\") and announce the closing of the previously announced private placement of subscription receipts (the \"Subscription Receipts\") for aggregate gross proceeds of C$6,559,316 (the \"Concurrent Financing\") by Sabio Canada Finco, Inc. (\"Finco\"), an Ontario corporation and a wholly-owned subsidiary of Sabio, and execution of a binding business combination agreement (the \"Business Combination Agreement\") with Sabio with respect to completion of the proposed arm's length reverse-takeover transaction of Sabio by Spirit Banner (the \"Proposed Transaction\"), which will constitute Spirit Banner's Qualifying Transaction (as such term is defined in Policy 2.4 - Capital Pool Companies of Corporate Finance Manual of the TSX Venture Exchange (the \"Exchange\")).Closing of Concurrent Financing Further to the Corporation's press release dated June 29, 2021, on October 14, 2021, Finco closed the Concurrent Financing, comprised of a brokered private placement offering of Subscription Receipts (the \"Brokered Offering\") and concurrent non-brokered offering of Subscription Receipts (the \"Non-Brokered Offering\"). Pursuant to the Brokered Offering, Finco issued an aggregate of 2,888,870 Subscription Receipts at a purchase price of $1.75 per Subscription Receipt for gross proceeds of $5,055,522. Pursuant to the Non-Brokered Offering, Finco issued an aggregate of 859,311 Subscription Receipts for gross proceeds of $1,503,794. Each Subscription Receipt entitles the holder thereof to receive, without payment of any additional consideration and without further action on the part of each subscriber, subject to adjustment, one common share in the capital of Finco (\"Finco Share\") in accordance with the terms of a subscription receipt agreement entered into between Finco, Sabio, Beacon Securities Limited (\"Beacon\"), Paradigm Capital Inc. (\"Paradigm\" and, together with Beacon, the \"Co-Lead Agents\"), and TSX Trust Company, d...

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