Valour Inc. Announces Closing of First Tranche of Private Placement and Other Corporate Updates

USA - English

• USA - Deutsch

The Company also confirms that neither Valour Asset Management nor any of its ETP products have any direct exposure or affiliation to FTX, FTT, or Alameda Research.

TORONTO, Nov. 14, 2022 /PRNewswire/ - Valour Inc. (the "Company" or "Valour") (NEO: DEFI) (GR: RMJR) (OTCQB: DEFTF), a technology company bridging the gap between traditional capital markets and decentralized finance, is pleased to announce that further to its news release dated October 11, 2022, it has closed the first tranche of its non-brokered private placement financing (the "Private Placement") of units ("Units") for gross proceeds of $1,414,973 through the sale of 7,074,865 Units at a price of C$0.20 per Unit (the "First Tranche"). Each Unit is comprised of one common share of the Company and one half of a common share purchase warrant (each whole warrant, a "Warrant"), entitling the holder of a Warrant to acquire one additional common share of Valour (a "Common Share") at an exercise price of $0.30 for a period of 24 months from issuance.

A director of the Company purchased an aggregate of 2,500,000 Units under the Private Placement. The issuance of Units to such insider is considered a related party transaction under the NEO Listing Manual 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(a) of MI 61-101, respectively, in respect of such insider participation. Further details will be provided in the Company's material change report relating to the Private Placement to be filed on SEDAR.  The Company did not file a material change report in respect of the related party transaction less than 21 days prior to the closing of the Private Placement, which the Company deems reasonable in the circumstances so as to be able to avail itself of the proceeds of the Private Placement in an expeditious manner.

In connection with the closing of the First Tranche, the Company paid finders an aggregate of $7,499.73 cash commission and issued to finders an aggregate of 187,493 broker warrants ("Broker Warrants") of the Company. Each Broker Warrant entitles the holder thereof to acquire one Common Share at a price of $0.30 for a period of two years from the date of issuance. Valour intends to use the proceeds of the First Tranche for general corporate purposes.

The Company expects the closing of a second tranche to occur on or about November 21, 2022. All securities issued in connection with the Private Placement will be subject to a statutory hold period of four-months and one day. Completion of the Private Placement is subject to a number of conditions, including without limitation, receipt of NEO Exchange approval.

In regards to the liquidity situation of FTX, Valour Asset Management confirms to its investors that neither Valour nor any of its ETP products have any direct exposure or affiliation to FTX, FTT, or Alameda Research.

The Company does hold a balance of approximately $49,953 of various venture portfolio tokens on FTX.com which are subject to release conditions and may be sold after their specified escrow periods have passed.

The security and safety of investors' funds will always remain the Company's top priority.

The Company also announces the resignation of Bernard Wilson as a director of the Company. Management and board of directors of the Company would like to thank Mr. Wilson for his services and continued support of the Company.

Valour Inc. is a technology company bridging the gap between traditional capital markets and decentralized finance. Our mission is to expand investor access to industry-leading decentralized technologies which we believe lie at the heart of the future of finance. On behalf of our shareholders and investors, we identify opportunities and areas of innovation and build and invest in new technologies and ventures in order to provide trusted, diversified exposure across the decentralized finance ecosystem. For more information or to subscribe to receive company updates and financial information, visit https://valour.com  

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to: closing of further tranches of the Private Placement; tokens in its venture portfolio; the regulatory environment with respect to the growth and adoption of decentralized finance; the pursuit by Valour and its subsidiaries of business opportunities; and the merits or potential returns of any such opportunities. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company, as the case may be, to be materially different from those expressed or implied by such forward-looking information. Such risks, uncertainties and other factors include, but is not limited the acceptance of Valour exchange traded products by exchanges; growth and development of DeFi and cryptocurrency sector; rules and regulations with respect to DeFi and cryptocurrency; general business, economic, competitive, political and social uncertainties. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

SOURCE Valour, Inc.