VANCOUVER, BC, Feb. 15, 2023 – HS GovTech Solutions Inc. (“HS GovTech”, or the “Company”) (CSE:HS) (Frankfurt:38H) (OTC:HDSLF) is pleased to announce that it has launched an overnight marketed public offering (the “Prospectus Offering”) of units (the “Units”) of the Company for gross proceeds to be determined in the context of the market, as well as a commercially reasonable efforts private placement (the “Private Placement Offering” and, together with the Prospectus Offering, the “Offering”) of Units of the Company, each on terms to be determined in the context of the market.
Each Unit will consist of one common share of the Company (each a “Common Share”) and one common share purchase warrant (each, a “Warrant” and collectively the “Warrants”).
The Offering will be conducted by Echelon Capital Markets (“Echelon”) as lead agent and sole bookrunner, on behalf of a syndicate of agents, and is subject to customary closing conditions, including the approval of the securities regulatory authorities and the Canadian Securities Exchange.
The Prospectus Offering will be completed by way of a prospectus supplement to the short form base shelf prospectus of the Company dated September 14, 2021 to be filed in with the securities commissions in British Columbia, Alberta and Ontario. The Company intends to file a prospectus supplement to its short form base shelf prospectus prior to closing the Offering. Additionally, the Prospectus Offering will be conducted by way of a private placement in the United States pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) and outside Canada and the United States on a basis which does not require the qualification or registration of any of the Company’s securities under domestic or foreign securities laws. The Private Placement Offering will be completed by way of private placement exemptions in all provinces of Canada and such other jurisdictions within and outside of Canada as are agreed to by the Company and Echelon.
The Offering is expected to close on or about February 28, 2023, or such other date as the Company and Echelon may agree.
The size of the Offering and the price of the Offering, as well as certain terms of the Warrants (including the term and the exercise price), will be determined in the context of the market prior to the filing of the final prospectus supplement.
The Company has granted Echelon an option to purchase up to an additional 15% of the Units sold under the Prospectus Offering (the “Over-Allotment Option”). The Over-Allotment Option may be exercised in whole or in part to purchase Shares, Warrants or Units as determined by Echelon upon written notice to the Company at any time up to 30 days following the closing date of the Prospectus Offering.
The Company intends to use the net proceeds of the Offering for sales, marketing, research and development, working capital and general corporate purposes.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About HS GovTech Solutions Inc.
HS GovTechTM is an industry leading software as a service company serving the state, provincial and local government market across the United States and Canada. HS GovTech’sTM cutting edge platforms currently provide inspection, information, communication and data management systems that enable government agencies to operate more efficiently. HS GovTech’sTM cloud and mobile based platforms are currently deployed in over 800 state and local government organizations across North America. HS GovTechTM currently offers the only fully integrated inspection, administration and analytics product suite across all platforms in North America. HS GovTechTM also delivers its government grade technologies to private businesses through its My Health DepartmentTM platform, enabling citizens and private businesses to gain visibility and predictability into their own organizations and move from a reactive to a proactive operational status. As HS GovTechTM continues to deliver focused service and innovative solutions to government organizations, the Company entered the FinTech space through its HSPayTM offering which serves as a payment platform that streamlines the intake of government revenue. Further, HS GovTech’s GovCallTM platform offers one of the only teleconferencing and video collaboration platforms tailored exclusively for government agencies
This release may contain forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Forward-looking statements may include, without limitation, statements relating to the Offering and the use of proceeds therefrom. The forward-looking statements contained in this press release are expressly qualified in their entirety by this cautionary statement and the “Cautionary Statement regarding Forward-Looking Information” section contained in the short form base shelf prospectus of the Company dated September 14, 2021. All forward-looking statements in this press release are made as of the date of this press release. Forward-looking statements contained in this news release include the anticipated closing of the Offering on the terms contemplated herein or at all, the exercise of the Over-Allotment Option, and the use of proceeds of the Offering. The forward-looking statements contained herein are also subject generally to assumptions and risks and uncertainties that are described from time to time in the Company’s public securities filings with the Canadian securities commissions, including the Company’s shelf prospectus. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward looking statements. The Company 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.