TrackX Holdings Inc.
TSX VENTURE : TKX

TrackX Holdings Inc.

April 20, 2017 16:31 ET

TrackX Arranges $3.5 Million Bought Deal Private Placement

DENVER, COLORADO--(Marketwired - April 20, 2017) -

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

TrackX Holdings Inc. (TSX VENTURE:TKX) ("TrackX" or the "Company"), has entered into an agreement with a syndicate of underwriters led by Haywood Securities Inc., and including Canaccord Genuity Corp. and Paradigm Capital Inc. (collectively, the "Underwriters"), under which the Underwriters have agreed to purchase, on a bought deal private placement basis 9,210,527 units (the "Units") of TrackX, at a price of $0.38 per Unit (the "Issue Price") for gross proceeds of $3,500,000.26 (the "Offering").

Each Unit will consist of one common share (a "Common Share") and one-half of one common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one additional common share (a "Warrant Share") at an exercise price of $0.55 per Warrant Share for a period of 24 months from the date of closing of the Private Placement. The expiry date of the Warrants may be accelerated by TrackX at any time following the six-month anniversary of the Closing (as hereinafter defined) and prior to the expiry date of the Warrants if the volume-weighted average trading price of the Common Shares is greater than $0.75 for any 20 consecutive trading days, at which time the Company may accelerate the expiry date of the Warrants by issuing a press release announcing the reduced warrant term whereupon the Warrants will expire on the 20th calendar day after the date of such press release.

TrackX has granted the Underwriters an option to purchase up to an additional 1,381,579 Units at the Issue Price, exercisable at any time, in whole or in part, until 48 hours prior to the closing of the Private Placement.

The Offering will take place by way of a private placement to qualified investors in such provinces of Canada as the Underwriters may designate, and otherwise in those jurisdictions where the Offering can lawfully be made under applicable private placement exemptions. The securities to be issued under the Offering will have a hold period of four months and one day from closing of the Offering.

The proceeds from the Offering will be used for the Company's growth initiatives, potential merger and acquisitions and general working capital purposes.

The Offering is expected to close (the "Closing") on or about May 8, 2017 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange (the "TSXV").

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About TrackX

TrackX, based in Denver, Colorado, is an enterprise Industrial Internet of Things (IIoT) software platform provider leveraging multiple auto-ID technologies for the comprehensive management of physical assets. TrackX's Global Asset Management for the Enterprise (G.A.M.E.) enables the IIoT by providing unique item level tracking, workflow processing, event management, alerts and powerful analytics to deliver solutions across a growing number of industries. This platform creates unprecedented visibility and business intelligence of man-to-machine and machine-to-machine interaction. TrackX delivers significant value to a growing list of Fortune 500 companies and for customers in industries such as transportation, beverage, brewery, healthcare, hi-tech, hospitality, mining, agriculture, horticulture, manufacturing and government.

Neither TSX Venture Exchange nor its Regulations Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. All statements that address future plans, activities, events or developments that the Company believes, expects or anticipates will or may occur including the Company's anticipated pipeline and value of current and customer deployments and future opportunities are the managements best estimates and cannot be guaranteed or relied upon and is forward-looking information. There can be no assurance that such statements 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 statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements in this news release, whether as a result of new information, future events or otherwise, except as required by law.

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