VICTORIA, BRITISH COLUMBIA—Plurilock Security Solutions Inc., a leading provider of invisible and continuous authentication technologies for enterprises, and Libby K Industries Inc. (TSXV: LBB.P) (“Libby K”), along with 01243540 B.C. Ltd., a wholly owned subsidiary of Libby K., are pleased to announce that they have received conditional approval from the TSX Venture Exchange (the “TSXV”) in respect to the “Qualifying Transaction” as such term is defined in Policy 2.4 of the Corporate Finance Manual (the “Policy”) of the TSXV (the “Transaction”).
In connection with the Transaction and pursuant to TSXV requirements, Libby K has filed a filing statement (the “Filing Statement”) dated August 20, 2020 on SEDAR under Libby K’s SEDAR profile at www.sedar.com on August 21st, 2020. Readers are encouraged to review the Filing Statement for full details on the Transaction.
Upon completion of the Transaction and subject to the approval of the Exchange, the Resulting Issuer expects to be listed on the Exchange as a Tier 2 Technology Issuer under the symbol “PLUR”.
2020 has been an active year for Plurilock as the company continued to make progress in its business expansion while preparing for a public listing on the Toronto Stock Exchange. Some of the highlights include:
Funding from the National Research Council of Canada Industrial Research Assistance Program (NRC IRAP) for a research and development project (August 6th, 2020).
Contract renewal with the US Department of Homeland Security (July 30th 2020). The contract, is the third in a series of related contracts funded through the DHS Science and Technology (S&T) Directorate’s Silicon Valley Innovation Program (SVIP) and renews the ongoing collaboration between Plurilock and DHS.
Addition of Cybersecurity Leader Ed Hammersla to Board of Directors (May 4th, 2020).
“Receiving conditional approval from the TSX-V represents a significant milestone in our efforts to broaden our appeal to a larger shareholder base and raise the company’s profile among the North American investment community,” said Ian L. Paterson, CEO of Plurilock. “As the threat of cybercrime escalates around the globe, investor interest for companies that are able to capitalize on this opportunity continues to grow. This listing will allow investors to access our stock and enable us to continue building long-term shareholder value in a rapidly-growing sector.”
Closing and final acceptance of the listing is subject to satisfaction of certain conditions, including fulfilling all required filing requirements in accordance with the policies of the TSX-V, and the completion of a concurrent financings for minimum gross proceeds in the amount of CAD $2 million and a maximum of $2.7 million (the “Concurrent Financings”).
The Concurrent Financings will be conducted in two components: (a) by Libby K, for retail investors who are subscribing under the prospectus exemption for certain distributions through an investment dealer (the “Investment Dealer Exemption”) pursuant to BC Instrument 45-536 (the “Libby K Brokered Component”); and (b) by Plurilock, for investors who are subscribing under all other prospectus exemptions (the “Plurilock Brokered Component”).
Unless such terms are amended with the approval of the Libby K board of directors and Plurilock board of directors, investors in the Libby K Brokered Component will be subscribing for units of the resulting issuer (the “Resulting Issuer”) (each, a “Resulting Issuer Unit”) with a subscription price of $0.30 per unit. Each Resulting Issuer Unit will be comprised of one common share of the Resulting Issuer (each, a “Resulting Issuer Share”) and one-half of a common share purchase warrant of the Resulting Issuer (each whole such common share purchase warrant, a “Warrant”). Each Warrant will be exercisable for one Resulting Issuer Share for two (2) years from the closing (the “Closing”), at an exercise price of $0.40 per share.
Investors subscribing in the Plurilock Brokered Component will be subscribing for subscription receipts of Plurilock at a price of $0.30 per subscription receipt. Each subscription receipt will entitle the holder to receive, for no additional consideration, one (1) Resulting Issuer Unit at the Closing.
The Resulting Issuer Units issued pursuant to the Libby K Brokered Component will have a four month hold period, while the Resulting Issuer Units issued pursuant to the Plurilock Brokered Component are expected to be free trading following the Closing (subject to any escrow or hold period requirements that may be imposed by the TSX-V).
In accordance with the requirements of the Investment Dealer Exemption, Libby K advises that, as at the date hereof, there is no material fact or material change in respect of Libby K that has not been generally disclosed.
Plurilock intends to use the net proceeds from the Concurrent Financings, including the Libby K Brokered Component, to complete the Transaction, to implement Plurilock’s growth strategy, including sales & marketing, for product development and for general working capital.
Plurilock is a cybersecurity company that provides advanced and continuous authentication for standards and regulatory compliance. Plurilock’s software leverages state-of-the-art behavioral-biometric, environmental, and contextual technologies to provide invisible, adaptive, and risk-based MFA solutions with the lowest possible cost and complexity. Plurilock enables organizations to compute safely-and with peace of mind.
For more information, visit https://www.plurilock.com.
For further information, please contact:
Ian L. Paterson
Chief Executive Officer
Chief Financial Officer
This press release may contain certain forward-looking statements and forward-looking information (collectively, “forward-looking statements”) which relate to future events or Plurilock’s future business, operations, and financial performance and condition. Forward-looking statements normally contain words like “will”, “intend”, “anticipate”, “could”, “should”, “may”, “might”, “expect”, “estimate”, “forecast”, “plan”, “potential”, “project”, “assume”, “contemplate”, “believe”, “shall”, “scheduled”, and similar terms. Forward-looking statements are not guarantees of future performance, actions, or developments and are based on expectations, assumptions and other factors that management currently believes are relevant, reasonable, and appropriate in the circumstances. Although management believes that the forward-looking statements herein are reasonable, actual results could be substantially different due to the risks and uncertainties associated with and inherent to Plurilock’s business. Additional material risks and uncertainties applicable to the forward-looking statements herein include, without limitation, unforeseen events, developments, or factors causing any of the aforesaid expectations, assumptions, and other factors ultimately being inaccurate or irrelevant. Many of these factors are beyond the control of Plurilock. All forward-looking statements included in this press release are expressly qualified in their entirety by these cautionary statements. The forward-looking statements contained in this press release are made as at the date hereof and Plurilock undertakes no obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events, or otherwise, except as may be required by applicable securities laws.