Midpoint Announces Private Placement and Closing of First Tranche

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TORONTO, Oct. 28, 2015 /CNW/ - Midpoint Holdings Ltd. (the "Company") (TSXV: MPT) is pleased to announce that the Company has received conditional approval from the TSX Venture Exchange of a private placement of up to 20,000,000 units ("Units") at a price of $0.15 per Unit (the "Offering") for gross proceeds of up to $3,000,000. Each Unit will consist of one common share (each a "Common Share") in the capital of the Company and one-half of one Common Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant shall entitle the holder thereof to purchase one Common Share for a period of twenty four (24) months from the closing of the Offering at a price of $0.30 per Common Share, provided that if, at any time after the date that is more than four months and one day following the closing of the Offering, the Common Shares trade on a stock exchange at a volume weighted average trading price of $0.50, or greater, per Common Share for a period of 20 consecutive trading days, the Company may accelerate the expiry date of the Warrants by giving notice to the holders thereof and in such case the Warrants will expire on the 30th day after the date on which such notice is given by the Company. 

The Company closed the first tranche of the Offering on October 28, 2015, which consisted of the issuance of an aggregate of 2,886,677 Units for gross proceeds of $433,001.55. The Common Shares and the Warrants comprising the Units issued in connection with the completion of the first tranche of the Offering are subject to a hold period of four months and a day. The Company proceeds of the Offering will be used for general working capital purposes.

The Company paid finder's fees of $15,452.94 in connection with the Offering, which was settled through the issuance of 103,019 Units. 

The Company anticipates completing one or more additional tranches of the Offering in the upcoming weeks.

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 release and has neither approved nor disapproved of the contents of this press release.

This news release contains certain "forward-looking information" within the meaning of applicable securities law. Forward looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "would", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Forward-looking information is based on the opinions and estimates of management at the date the information is provided, and is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. For a description of the risks and uncertainties facing Midpoint and its business and affairs, readers should refer to Midpoint's Management's Discussion and Analysis. Midpoint undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on forward-looking information.

SOURCE Midpoint Holdings Ltd.

please contact: Midpoint Holdings Ltd., The Exchange Tower, 130 King Street West, Suite 3680, Toronto, ON, M5X 1B1; John G. Booth, Chairman & CEO, [phone]; Marc Henderson, Director, [phone]