Immutable Holdings Announces Up To $10 Million Marketed Private Placement of Units

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VANCOUVER, BC, Nov. 23, 2021 /CNW/ - Immutable Holdings Inc. (NEO: HOLD) ("Immutable Holdings" or the "Company"), a publicly-traded blockchain holding company, is pleased to announce that it has entered into an agreement with Stifel GMP as lead agent and on behalf of a syndicate of agents (collectively, the "Agents"), in connection with a proposed marketed offering of units of the Company (the "Units") for aggregate gross proceeds to the Company of up to approximately $10 million at a price of $2.60 per Unit (the "Offering").

Each Unit will consist of one common share (each, a "Common Share") and one-half common share purchase warrant (each whole common share purchase warrant, a "Warrant") of the Company. Each whole Warrant shall entitle the holder thereof to acquire one common share in the capital of the Company (each, a "Warrant Share") at a price of $4.00 per Warrant Share, until the date which is 36 months following the closing of the Offering (the "Expiry Date"), subject to adjustment in certain events. In the event the volume weighted average trading price of the Common Shares on the NEO Exchange is equal to or greater than $8.00 for a period of 20 consecutive trading days at any time following the date which is four months and a day after the closing date of the Offering, the Company may, at its sole option, accelerate the expiry date of the Warrants by giving notice to the holders thereof and in such case the Warrants will expire at 4:00 p.m. (Toronto time) on the date which is the earlier of: (i) the 60th day after the date on which such notice is given by the Company; and (ii) the Expiry Date.

The Company has agreed to grant the Agents an option (the "Agents' Option") to increase the size of the Offering by up to an additional 15% of the Units sold under the Offering, exercisable in whole or in part, at any time and from time to time up to 48 hours prior to the closing of the Offering.

"This financing enables Immutable Holdings to execute on our vision of building exciting blockchain products and services like NFT.com. The proceeds will be used to scale our engineering and product teams so we can bring exciting metaverse and NFT tools to market faster and become a dominant player in this fast growing sector. The proceeds will also be used to build out our asset management business and launch our 1-800-BITCOIN call center. Cryptocurrencies and NFTs are going to be part of our lives for the rest of our lives and these tools will continue to have a major global impact on how we shop, interact, store value, and transact with one another. We believe this new financial revolution will rival almost any other technological revolution that has come before it. At Immutable Holdings we're well positioned to capitalize on this global trend," said Jordan Fried, the Company's CEO and Chairman.

The net proceeds of the Offering will be used for working capital and general corporate purposes.

The Offering is scheduled to close the week of December 13th, 2021 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the NEO Exchange.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Immutable Holdings Inc.

Immutable Holdings (NEO:HOLD), the Blockchain Holding Company, is on a mission to democratize access to Web3 and blockchain-based products and services. Founded by Jordan Fried, a founding team member of the $11B Hedera Hashgraph network, Immutable Holdings already boasts over $150M under management and a portfolio of businesses and brands built on the blockchain ecosystem: 1800Bitcoin.com, Central Bank Digital Currency (CBDC.com), HBAR Labs, Immutable Advisory, Immutable Asset Management and NFT.com. To learn more, visit https://immutableholdings.com/.

This news release contains certain statements which constitute forward-looking statements or information under applicable Canadian securities laws, including statements relating to the expected size of the Offering, the anticipated timing of closing the Offering, the ability of the Company to satisfy all conditions to closing the Offering and the expected use of proceeds from the Offering. Such forward-looking statements are subject to numerous known and unknown risks, uncertainties and other factors, some of which are beyond the Company's control, which could cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. These risks and uncertainties include changes to applicable laws or the regulatory sphere in which the Company operates, general economic and capital markets conditions, stock market volatility, the ability of the Company to obtain necessary consents for the Offering, including the approval of the NEO Exchange, and the ability of the Company to complete the Offering on the terms expected or at all. Although the Company believes that the forward-looking statements in this news release are reasonable, they are based on factors and assumptions, based on currently available information, concerning future events, which may prove to be inaccurate. As such, readers are cautioned not to place undue reliance on the forward-looking statements, as no assurance can be provided as to future plans, operations, results, levels of activity or achievements. The forward-looking statements contained in this news release are made as of the date of this news release and, except as required by applicable law, the Company does not undertake any obligation to publicly update or to revise any of the forward-looking statements, whether as a result of new information, future events or otherwise.

SOURCE Immutable Holdings Inc.