Hampton Financial Corporation Announces Closing of Second and Final Tranche of Prospectus Offering

TORONTO, ONTARIO--(Marketwired - July 5, 2017) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Hampton Financial Corporation ("Hampton" or the "Corporation") (TSX VENTURE:HFC) is pleased to announce that further to its press release dated June 28, 2017, it has closed the second and final tranche of its previously announced offering (the "Offering"). The second tranche of the Offering represents aggregate gross proceeds of CDN$427,000. M Partners Inc. (the "Agent") acted as agent in connection with the Offering, for which a final long form prospectus ("Prospectus") was filed on May 30, 2017, and the Corporation obtained a receipt on May 31, 2017, for the jurisdictions of Ontario, British Columbia, Alberta and Nova Scotia.

At the closing of the second tranche of the Offering (the "Closing"), the Corporation issued 42,700 Units at a price of CDN$10.00 per Unit, with each Unit consisting of one class A preferred share in the capital of the Corporation (each, a "Preferred Share") and one subordinate voting share purchase warrant (each, a "Warrant"). Each Warrant will entitle the holder, upon the exercise thereof, to purchase one subordinate voting share in the capital of the Corporation (each, a "Warrant Share") at the price of CDN$1.00 per Warrant Share for a period of 60 months following the date of the Closing. In total, combined with the first tranche of the Offering that closed on June 28, 2017, the Corporation raised gross proceeds of $2,436,950 through the issuance of an aggregate of 243,695 Units.

The Preferred Shares will commence trading on the TSX Venture Exchange (the "TSXV") under the symbol "HFC.PR.A" at the opening of trading on July 6, 2017.

In consideration for services rendered by the Agent in connection with the Offering, the Agent will be paid a commission equal to 5% of the aggregate gross proceeds of the Offering. The Corporation has also granted the Agent an option to offer for sale additional Units to cover over-allotments, if any, and for market stabilization purposes (the "Over-Allotment Option"), which will allow the Agent to arrange for purchasers to acquire up to an additional 15% of the number of Units initially sold under the Offering. The Over-Allotment Option is exercisable by the Agent, in whole or in part, for a period of 30 days following the final closing of the Offering.

A copy of the Prospectus, which contains important information relating to the Offering and the Units, is available on SEDAR at www.sedar.com, under Hampton's profile.

No securities regulatory authority has either approved or disapproved of the contents of this press release. This press release does not constitute or form a part of any offer or solicitation to buy or sell any securities in the United States or any other jurisdiction outside of Canada. The securities offered pursuant to the Prospectus have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or the securities laws of any state of the United States and may not be offered or sold within the United States or to a U.S. person absent registration or pursuant to an available exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. There will be no public offering of securities in the United States.

The Corporation, through its wholly-owned subsidiary, Hampton Securities Limited ("HSL"), is actively engaged in family office, wealth management, institutional services and capital markets activities. HSL is a full service investment dealer, regulated by IIROC and registered in Alberta, British Columbia, Manitoba, Nova Scotia, Northwest Territories, Ontario and Quebec. The subordinate voting shares of Hampton are listed on the TSXV under the symbol "HFC".

The TSXV has in no way approved nor disapproved the contents of this press release. Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.