HIRE Technologies Announces Closing of the First Tranche of a Non-Brokered Private Placement of Shares for Proceeds of up to $1.0 Million
**NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES**
TORONTO, ON / ACCESSWIRE / December 23, 2022 – HIRE Technologies Inc. (TSXV: HIRE.V) (OTCQB: HIRRF) (“HIRE” or the “Company”), a company focused on modernizing and digitizing human resources solutions, announces that it has closed the first tranche (the “First Tranche”) of a non-brokered private placement financing of up to $1,000,000 (the “Offering”) through the issuance of common shares of the Company (each, a “Common Share”) at a price of $0.03 per Share (the “Offering Price”).
The Company issued 16,667,000 Common Shares for aggregate gross proceeds of $500,010.01 in the First Tranche.
In connection with the First Tranche, the Company has agreed to pay aggregate finder’s fees consisting of $26,400 to Canaccord Genuity Corp. and $6,240 to Clarus Securities Inc.
Two insiders of the Company, who are an affiliate of a director and a director, respectively, subscribed for 1,400,333 Common Shares issued under the First Tranche. The issuance of Common Shares to such insiders is considered related party transactions within the meaning of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company relied on exemptions from the formal valuation and minority approval requirements in sections 5.5(a) and 5.7(1)(a) on the basis that participation in the private placement by insiders does not exceed 25% of the fair market value of the Company’s market capitalization.
The net proceeds from the Offering are intended to be used for general corporate purposes and working capital in accordance with the policies of the TSX Venture Exchange (“TSXV”).
The Company may close one or more additional closings of this same Offering for additional proceeds. A subsequent press release will be issued if any such closing occurs. The Company may pay finders’ fees consisting of cash on any subsequent tranche.
The issuance of Common Shares is subject to final acceptance of the TSXV.
All securities issued in connection with the First Tranche are subject to a four-month and one-day hold period in Canada.
This press release does not constitute an offer of sale of any of the foregoing securities in the United States. None of the foregoing securities have been and will not be registered under the U.S. Securities Act of 1933, as amended (the “1933 Act”) or any applicable state securities laws and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act) or persons in the United States absent registration or an applicable exemption from such registration requirements. This press release does not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the foregoing securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About HIRE Technologies Inc.
HIRE is a growing capital allocator rapidly establishing itself as a market leader in workforce management and staffing. HIRE’s mission is to create a world-class portfolio of brands that will define the future of human resources through synergies, scale, and reach. The Company has extensive experience building and growing staffing and executive search companies and is supported by a large recurring revenue base and a highly scalable shared services platform. This structure enables HIRE to create value for partners and shareholders. For more information, visit hire.company.
Chief Executive Officer
Chief Financial Officer
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
This news release contains forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as “plans,” “expects,” or “does not expect,” “is expected,” “estimates,” “intends,” “anticipates,” or “does not anticipate,” or “believes,” or variations of such words and phrases or state that certain actions, events or results “may,” “could,” “would,” “might” or “will” be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance, or achievements of HIRE to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. Examples of such statements include the completion of the Offering and the anticipated use of proceeds from the Offering. The closing of the Offering is subject to a number of customary conditions, including the approval of the applicable securities commissions and the TSXV, some of which are outside the control of HIRE. Purchasers are under no obligation to participate in another closing of the Offering, and another closing might not occur. Circumstances may necessitate or make it desirable that HIRE use the proceeds of the Offering for different purposes than those described above.
Risks and uncertainties applicable to the Company, as well as trends identified by the Company affecting it and the staffing industry, can be found in the Company’s MD&A and its continuous disclosure record available on SEDAR. Although HIRE has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, or intended.