AIRBORNE WIRELESS NETWORK (OTCQB:ABWN) is pleased to announce that on October 13, 2016, it closed a $250,000 private placement funding transaction.
Pursuant to that transaction, the Company sold 312,500 shares of its common stock for a purchase price of $0.80 per share, for a total of $250,000. In addition, pursuant to that transaction, the Company granted to the purchaser of those securities a warrant to purchase for a period of one year an additional 312,500 shares of the Company’s common stock at a price of $1.25 per share.
The purchaser of those securities is not a U.S. person, as that term is defined in Regulation S. Those securities were issued in a transaction which satisfies the requirements for that exemption from the registration and prospectus delivery requirements of the Securities Act of 1933 specified by the provisions of Regulation S. Those securities were sold in an off-shore transaction. No directed selling efforts were made in the United States by the Company, any distributor or any of their respective affiliates or any person acting on behalf of any of the forgoing. The Company is subject to Category 3 of Rule 903 of Regulation S and, accordingly, the Company implemented the required offering restrictions by including a disclosure in all offering materials and documents which specifies that those securities have not been registered pursuant to the Securities Act of 1933, may not be the subject of a hedging transaction and may not be offered or sold in the United States or to U.S. persons, unless those securities are registered pursuant to the Securities Act of 1933 or, alternatively, an exemption from those registration requirements is available.