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May 07
0

ZoomAway Announces Proposed Change of Business to Investment Issuer

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VANCOUVER, BC / ACCESSWIRE / May 6, 2024 / ZoomAway Technologies Inc. (TSXV:ZMA)(OTC PINK:ZMWYF) (the “Company” or “ZMA“), a retail and hospitality technology development company, announces that it intends to pursue a change of business from a technology issuer to an investment issuer on the TSX Venture Exchange (“Exchange“). The Board and management of the Company believe that undertaking a change of business is in the best interest of the Company.

Since Q1 of 2022, the Board and management of the Company have been looking for strategic acquisitions and opportunities to create value. In April of 2022, the Company announced a binding letter of intent that resulted in a halt on its shares. On October 24th, 2023, the Company announced that it had chosen not to pursue a previously announced acquisition and had subsequently applied to the Exchange to re-instate the trading of its shares. Trading of the Company shares resumed on October 26, 2023.

In the period following October 26, 2023, the Company attempted to identify suitable acquisition targets while continuing to operate its traditional business. As part of this process, Messrs. Jay Bala and Alex Kanayev, principals at AIP Asset Management Inc. (“AIP“), and two of the directors of the Company, proposed the possibility of pursuing a change of business of the Company to that of an investment issuer with the objective of investing in equity, debt and/or other securities of high growth late-stage private businesses, including, in particular, pre-IPO companies. The proposal was considered by the Board of Directors, including the independent directors of the Company, and the Board decided to pursue the possibility of undertaking the change of business, subject to the negotiation of appropriate agreements, a capital raise to fund the proposed change of business, and the receipt of all applicable corporate and regulatory approvals, including that of the shareholders of the Company and the Exchange. There can be no assurance that the proposed change of business will be completed as proposed or at all.

Trading in the securities of the Company is currently halted and is expected to remain halted until the completion of the proposed change of business or the decision of the Board of Directors of the Company to abandon this initiative.

No agreement has been entered into between the Company and AIP. However, it is currently contemplated that AIP will act as manager to the Company, which is intended to be renamed “Access Pre-IPOs” (“Access“), to source and advise with respect to all investments. It is anticipated that the Company will pay AIP a 2.5% management fee based upon the Company’s investment portfolio. AIP will also assist Access in the elaboration of an investment policy. Subject to compliance with applicable law, Access may make an investment in a business or company that ranges from a minority position to one of significant influence, including as a control person. The traditional business carried on by ZMA through its current operating subsidiary will constitute the initial control position of Access until a decision is taken with respect to a possible disposition or spin out of the ZoomAway business. The negotiation and signature of a management agreement with AIP will be undertaken by the independent directors of the Company in connection with the proposed change of business.

The proposed change of business to Access will also entail shareholder approval for, among other matters, the change of the corporate name from “ZoomAway Technologies Inc.” to “Access Pre-IPOs”, as well as a consolidation of the issued and outstanding common shares of the Company in order to accommodate a proposed financing (see “Proposed Financing” below). Based upon the current trading range of the Company’s common shares on the Exchange, the Company is considering a consolidation ratio of up to 200:1.

Proposed Board and Management of Access

The Board of Directors of Access is expected to consist of (i) Mr. Jay Bala, a current director of the Company, (ii) Mr. Alex Kanayev, a current director of the Company, (iii) Mr. John Cooper, a new proposed independent director, (iv) Mr. Richard Stone, a new proposed independent director, and (v) Mr. Mason Shan, a current independent director on the Company.

Jay Bala, CEO and Director

Mr. Jay Bala, CFA, a current director of the Company and co-founder, CEO and Senior Portfolio Manager of AIP, is expected to act as the CEO of Access.

Mr. Bala is a member of the board of directors at several publicly listed companies. He has prior experience working at a large family office, equity research at an investment bank and a prominent private debt fund. Mr. Bala holds a Bachelor of Commerce from the University of Toronto and is a CFA charter holder. In 2014, Mr. Bala was a nominee for the Ernst & Young Entrepreneur of the Year Award.

Assuming the change of business to Access, Mr. Sean Schaeffer, the current CEO of the Company, will step down as CEO and director of the Company, however Mr. Shaeffer will continue to lead the Company’s current operating Nevada subsidiary, ZoomAway, Inc.

Alex Kanayev, CFO and Director

Mr. Alex Kanayev, MBA, CPA, ICD.D, a current director of the Company and co-founder and Chairman of AIP, is expected to act as the CFO of Access. Mr. Kanayev is a co-founder & Chairman of AIP and a Member of the AIP Advisory Board. He sits on the board of several companies and is Managing Partner at AIP Private Capital. Previously, he was the SVP at a prominent Private Debt Fund and Portfolio Manager at BMO Financial Group. Mr. Kanayev received his MBA from Schulich School of Business at York University and is a CPA charter holder and has an ICD.D designation from the Institute of Corporate Directors. In 2014, Mr. Kanayev was a nominee for the Ernst & Young Entrepreneur of the Year Award.

Assuming the change of business to Access, Mr. Steven Rosenthal, the current CFO of the Company, will step down as CFO and director of the Company, however Mr. Rosenthal will continue as CFO of the Company’s current operating Nevada subsidiary, ZoomAway, Inc.

John Cooper, Director

Mr. John Cooper was previously President of MSIM Distributors at Morgan Stanley Investment Management, President & CEO of Invesco Distributors, Head of Retail National Accounts at Legg Mason and held several roles at Putnam Investments.

Mr. Cooper serves on a number of other Financial Services and FinTech advisory boards, and also serves as an ETF Fund Board Director for THOR Financial Technologies. He holds a BS from Boston College, where he double majored in Marketing and Human Resources Management, was a standout athlete in football and baseball, and was inducted into their Varsity Club Athletic Hall of Fame.

Richard Stone, Director

Mr. Richard Stone is a highly experienced financial services executive, starting his career in 1979. In 1994 he founded Stone Asset Management Limited serving as Chairperson, CEO and CIO. Mr. Stone as a board member, has experience in private, public and philanthropic boards. He holds the Institute of Corporate Directors designation (ICD.D), and currently serves as an Independent Director of Eloro Resources Ltd., a TSX-listed firm and Foster & Associates Financial Services as Chairperson.

Mason Shan, Director

Mr. Umeshan Shanmugadasan (“Mason Shan”) is a lawyer (J.D.) who resides in Toronto, Ontario, and brings more than 15 years of experience in legal matters. Mr. Shan has spent his private practice career at top tier law firms in Toronto and Calgary working in both the mining and oil industry, respectively. In the later years of his career he has served as counsel for public and private companies in the pharmaceutical and medical technology industries. He now serves as counsel for a public consumer products and goods company in the hygiene, wellness and nourishment industry. He has experience in advising senior management and boards on various legal and compliance issues that companies face. His legal expertise specializes in securities, mergers and acquisitions, corporate/commercial, private equity and asset management.

Proposed Financing

In connection with the proposed change of business to Access, the Company is looking to arrange a non-brokered private placement offering, with Oak Hill Asset Management Inc. as the lead agent (“Agent“), of up to 2,500,000 subscription receipts (“Subscription Receipts“), at a price of $10.00 per Subscription Receipt, for gross proceeds of up to $25,000,000, or such other amount as may be agreed to by the Company and the Agent (the “Offering“).

The net proceeds of the Offering will be used (i) to fund the core business of Access following the change of business of the Company, namely to invest in equity, debt and/or other securities of high growth late stage private businesses, and (ii) for working capital and other general corporate purposes.

Each Subscription Receipt shall be deemed to be converted, without payment of any additional consideration and without further action on the part of the holder thereof, for one unit (a “Unit“) upon satisfaction of the Escrow Release Conditions (as defined below), subject to adjustment in certain events. Each Unit, is comprised of one post-consolidation common share (a “Resulting Issuer Share“) pursuant to the change of business.

The Company will pay the Agent a fee equal to up to 8% of the aggregate gross proceeds of the Offering payable in cash (the “Cash Commission“). The Cash Commission is earned on the Closing Date and will be payable on satisfaction of the Escrow Release Conditions. In addition, the Agent will receive warrants (the “Compensation Warrants“) equal to 8% of the number of Subscription Receipts sold pursuant to the Offering on the Closing Date. Each Compensation Warrant will be exchanged for one compensation warrant of Access (each, a “Resulting Issuer Compensation Warrant“) upon the satisfaction of the Escrow Release Conditions.

Each Resulting Issuer Compensation Warrant shall entitle the holder thereof to subscribe for one Resulting Issuer Share at a price equal to $11.50 for a period of 24 months from the date the Resulting Issuer Shares are listed on the Exchange.

On the Closing Date, the gross proceeds of the Offering less: (i) 50% of the Cash Commission; and (ii) 100% of the Agent’s expenses incurred up to the closing date, will be held in escrow (the “Escrowed Funds“) by a Canadian trust company or other escrow agent (the “Escrow Agent“) acceptable to the Company and the Agent and invested as pursuant to the terms of a subscription receipt agreement (the “Subscription Receipt Agreement“).

If (i) the Escrow Release Conditions (as defined below) are not satisfied on or before the date that is 120 days from the closing date (the “Escrow Deadline“), which may be further extended, at the sole and absolute discretion of the Agent or the Company, by a period of 60 days, or (ii) if prior to the Escrow Deadline, the proposed change of business is terminated or the Company has advised the Escrow Agent and the Agent that the change of business will not be completed, the Escrowed Funds, less any expenses incurred by the Agent after the closing date, shall be returned to the holders of Subscription Receipts, within two business days of the Escrow Deadline pro rata plus a pro rata portion of any interest earned thereon (net of any applicable withholding tax). To the extent that the Escrowed Funds (plus accrued interest) are not sufficient to purchase all of the Subscription Receipts on the foregoing terms, the Company will contribute such amounts as are necessary to satisfy any shortfall, such that each holder of Subscription Receipts shall receive an amount equal to the Issue Price per Subscription Receipt.

It is expected that the escrow release conditions (“Escrow Release Conditions“) will include that all conditions precedent to the completion of the change of business, other than the release of the Escrowed Funds, shall have been satisfied to the satisfaction of, or waived by, the Agent including, without limitation: (i) any necessary government and regulatory approvals; (ii) any required shareholder approvals; and (iii) the conditional approval of the Exchange of the change of business and the listing of the Resulting Issuer Common Shares to be issued to the holders of the Subscription Receipts, and the completion, satisfaction or waiver of all conditions precedent to such listing, other than the release of the Escrowed Funds.

Assuming the completion of the proposed change of business, including an up to 200 to 1 consolidation of the common shares of the Company, and the closing of the Offering in the maximum amount, Access, as the resulting issuer from the change of business, would have approximately 2,631,655 Resulting Issuer Shares, of which (i) 43,313 Resulting Issuer Shares are expected to be held by the current shareholders of the Company, excluding AIP Convertible Debt Fund LP (the “Fund“), (ii) 2,500,000 Resulting Issuer Shares are expected to be held by subscribers to the Offering, and (iii) 88,342 Resulting Issuer Shares are expected to be held by the Fund.

Additional Proposed Transactions with AIP Convertible Debt Fund LP

In addition, the Company is pleased to announce that AIP, in its capacity as security agent for the Fund, has agreed in principle to the following proposed amendments to certain loan arrangements between the Fund and the Company:

  • Secured loan facility for the principal amount of $6.38 million with the Fund. The Facility has a term of 24 months, bears interest at the rate of 5% per annum and is secured by a general security agreement on all of the present and future assets of the Company. The balance of $6,380,000 was due on April 30, 2024. The Fund is proposing to extend the maturity date for the balance of $6,571,400 to June 30, 2024;
  • Bridge loan facility for the principal amount of US$500,000 with the Fund. The facility bears interest at a rate of 12% per annum and matured on April 30, 2024. The Fund is proposing to convert the principal amount into CDN$700,000 and then to convert $350,000 of the balance into 7,000,000 common shares of the Company and to extend the payment date for the balance and outstanding interest to June 30, 2024;
  • On August 21, 2023, AIP agreed to provide the Company with an additional loan in the amount of USD $400,000. This note bears interest at a rate of 12% per annum. The loan matured on January 31, 2024, at which time the entire principal balance was due along with any outstanding interest. The Fund is proposing to extend the payment date for the balance of $385,000 and outstanding interest to June 30, 2024; and
  • The Fund is proposing to cancel the 7,301,852 warrants to acquire 7,301,852 Shares at a price of $0.45 at any time prior to February 16, 2026 that it currently holds.

Existing Assets and Liabilities Moved to Nevada Operating Subsidiary

In connection with the proposed change of business and the Offering, AIP and the Fund intend to enter into a debt restructuring agreement with the Company in respect of the balance of the secured loan facility such that the obligations and the security would only charge the Company’s current operating Nevada subsidiary, ZoomAway, Inc. As a result of this proposed debt restructuring, the closing of the Offering and the proposed change of business of the Company, it is expected that Access, as the resulting issuer, will have no exposure to the existing liabilities of the Company toward the Fund.

The foregoing proposed transactions with AIP and the Fund, which would be considered related party transactions pursuant to MI 61-101, are subject to the acceptance of the Exchange and compliance with the formal valuation and majority of the minority shareholder approval provisions of MI 61-101 and Exchange Policy 5.9. The Company benefits an exemption from the formal valuation requirements pursuant to section 5.5(b) of MI 61-101. The Company will be providing an update to shareholders in a subsequent release. Messrs. Bala and Kanayev have not and will not participate in any Board of Directors decisions relating to the proposed transactions between the Company and AIP and the Fund.

For additional information contact: Sean Schaeffer, President, ZoomAway Inc., at 775-691-8860 | sean@zoomaway.com or stay up-to-date and sign up for our newsletter.

About Us
Zoomaway Technologies Inc. is a technology company principally involved in the hospitality and travel industries. We have developed a variety of software solutions that enhance the planning and engagement of everyday tourists. Our flagship project, ZoomedOUT, is a complete modernization and re-imagination of mobile travel apps. In a full 3D environment, we are able to integrate planning, booking, social media, and camaraderie into a tangibly rewarding experience. The Company has combined travel, hospitality, mobile gaming and augmented reality to change the way users travel. Additional information about ZoomAway Technologies Inc. can be found at www.zoomaway.com.

Forward-Looking Statements

This release contains “forward-looking information” or “forward-looking statements” within the meaning of applicable securities laws, including statements regarding the Transaction, the spin-off of ZMA’s current business, ZMA’s intention to continue to seek out other acquisition opportunities, the resumption of trading of the Company’s shares, the completion of due diligence, the execution of a definitive agreement in respect of the Transaction and the timing thereof, and receipt of shareholder approval and regulatory approvals including approval of the TSXV and the timing thereof. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”,“estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”,“may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include inability to secure funding for the Transaction, failure to obtain shareholder or regulatory approvals for the Transaction, regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking  tatements. Forward-looking statements are based on the beliefs, estimates, and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

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

Nov 20
1

ZoomAway Closes Private Placement

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VANCOUVER, BC – November 20, 2023 – ZoomAway Technologies Inc. (TSXV: ZMA) the “Company” or “ZMA”) www.zoomaway.com, is pleased to announce that it has closed its previously announced non-brokered private placement with AIP Convertible Private Debt Fund L.P. (“AIP”) pursuant to which AIP subscribed for 3,000,000 units of the Company (the “Units”) at a price of $0.05 per Unit for total gross proceeds of $150,000.00 (the “Private Placement”). Each Unit consists of one common share and one common share purchase warrant, each warrant being exercisable for one common share at a price of $0.05 for a period of 5 years. The proceeds of the Private Placement will be used for working capital purposes only.

AIP is the Company’s major shareholder and principal lender. As such, the Private Placement constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”), and the Company relies on the exemptions from formal valuation and minority shareholder approval of the Private Placement contained in Sections 5.5(c) and 5.7(b), respectively, of MI 61-101.

Immediately prior to the Private Placement, AIP held 46.96% of the Company’s issued and outstanding commons shares. As a result of the Private Placement, AIP’s share ownership has increased to 55.19% of the Company’s issued and outstanding common shares on a non-diluted basis and to 70.77% on a fully-diluted basis (taking into account existing warrants held by AIP and the warrants to be issued as part of the Units). Neither the Company nor, to the knowledge of the Company after reasonable inquiry, AIP has knowledge of any material information concerning the Company or its securities that has not been generally disclosed. The Company has two independent directors, both of whom have approved of the Private Placement. None of the proceeds from the Private Placement will be applied towards any amounts owed to AIP. All securities issued pursuant to the Private Placement are subject to a hold period of four months and one day from the date of issuance. The Private Placement remains subject to the final acceptance of the TSX Venture Exchange.

The Company did not file a material change report more than 21 days before the expected closing of the Private Placement because the structure and the details of AIP’s participation were not settled until shortly prior to the closing, and the Company wished to close on an expedited basis for business reasons.

Early Warning Disclosure
In connection with the Private Placement, AIP acquired ownership, control or direction over common shares of the Company requiring disclosure pursuant to the early warning requirements of applicable securities regulation. Immediately prior to the Private Placement, AIP had ownership
of, or exercised control or direction over, approximately 7,668,518 common shares of the Company and 7,301,851 common share purchase warrants. Pursuant to the Private Placement, AIP acquired ownership of an additional 3,000,000 common shares of the Company and an additional
3,000,000 warrants and now holds, or exercises control or direction over, 10,668,518 common shares and 10,301,851 warrants. Following the Private Placement, AIP’s common share ownership in the Company increased from approximately 46.96% to approximately 55.19%. In
the event that AIP was to exercise of the warrants that it holds, it’s common share ownership in the Company would increase to 70.77%. The Company understands that AIP acquired the aforementioned securities for investment purposes and may, from time to time and depending on market and other conditions and subject to the requirements of applicable securities laws, acquire additional common shares through market transactions, private agreements, treasury issuances or otherwise, or may, subject to the requirements of applicable securities laws, sell all or some portion of the common  shares they own or control, or may continue to hold the common shares. This portion of this news release is issued pursuant to National Instrument 62-103 – The Early Warning System and Related and Take-Over Bid and Insider Reporting Issues of the Canadian Securities Administrators, which also requires an early warning report to be filed with the applicable securities regulators containing additional information with respect to the foregoing
matters. A copy of the early warning report will be filed by AIP in accordance with applicable securities laws and will be available on the Company’s issuer profile on SEDAR at www.sedar.com.

For additional information contact: Sean Schaeffer, President, ZoomAway Inc., at 775-691-8860 | sean@zoomaway.com or stay up-to-date and sign up for our newsletter.

About Us
Zoomaway Technologies Inc. is a technology company principally involved in the hospitality and travel industries. We have developed a variety of software solutions that enhance the planning and engagement of everyday tourists. Our flagship project, ZoomedOUT, is a complete modernization and re-imagination of mobile travel apps. In a full 3D environment, we are able to integrate planning, booking, social media, and camaraderie into a tangibly rewarding experience. The Company has combined travel, hospitality, mobile gaming and augmented reality to change the way users travel. Additional information about ZoomAway Technologies Inc. can be found at www.zoomaway.com.

Forward-Looking Statements

This release contains “forward-looking information” or “forward-looking statements” within the meaning of applicable securities laws, including statements regarding the Transaction, the spin-off of ZMA’s current business, ZMA’s intention to continue to seek out other acquisition opportunities, the resumption of trading of the Company’s shares, the completion of due diligence, the execution of a definitive agreement in respect of the Transaction and the timing thereof, and receipt of shareholder approval and regulatory approvals including approval of the TSXV and the timing thereof. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”,“estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”,“may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include inability to secure funding for the Transaction, failure to obtain shareholder or regulatory approvals for the Transaction, regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking  tatements. Forward-looking statements are based on the beliefs, estimates, and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

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

Nov 06
0

Zoomaway Announces Proposed Private Placement

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VANCOUVER, BC – November 6, 2023 – ZoomAway Technologies Inc. (TSXV: ZMA) (US: ZMWYF) (the “Company” or “ZMA”) www.zoomaway.com, is pleased to announce that it intends to complete a non-brokered private placement of 3,000,000 units of the Company (the “Units”) at a price of $0.05 per Unit for total gross proceeds of $150,000.00 (the “Private Placement”). Each Unit will consist of one common share and one common share purchase warrant, each whole warrant being exercisable for one common share at a price of $0.05 for a period of 5 years. The proceeds of the Private Placement will be used for working capital purposes only.

AIP Convertible Private Debt Fund LP (“AIP”), the Company’s major shareholder and principal lender, has agreed to subscribe to all of the Units to be offered pursuant to the Private Placement. As a result, the Private Placement constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company intends to rely on the exemptions from formal valuation and minority shareholder approval of the Private Placement contained in Sections 5.5(c) and 5.7(b),
respectively, of MI 61-101. AIP currently owns 46.96% of the Company’s issued and outstanding commons shares. As a result of the Private Placement,

AIP’s ownership will increase to 55.19% of the Company’s issued and outstanding common shares on a non-diluted basis and to 70.77% on a fully diluted basis (taking into account existing warrants held by AIP and the warrants to be issued as part of the Units). Neither the Company nor, to the knowledge of the Company after reasonable inquiry, AIP has knowledge of any material information concerning the Company or its securities that has not been generally disclosed. The Company has two independent directors, both of whom approve of the Private Placement. None of the proceeds from the Private Placement will be applied towards any amounts owed to AIP.

All securities issued pursuant to the Private Placement will be subject to a hold period of four months and one day from the date of issuance. The Private Placement is subject to regulatory approval, including the approval of the TSX Venture Exchange.

For additional information contact: Sean Schaeffer, President, ZoomAway Inc., at 775-691-8860 | sean@zoomaway.com or stay up-to-date and sign up for our newsletter.

About Us
Zoomaway Technologies Inc. is a technology company principally involved in the hospitality and travel industries. We have developed a variety of software solutions that enhance the planning and engagement of everyday tourists. Our flagship project, ZoomedOUT, is a complete modernization and re-imagination of mobile travel apps. In a full 3D environment, we are able to integrate planning, booking, social media, and camaraderie into a tangibly rewarding experience. The Company has combined travel, hospitality, mobile gaming and augmented reality to change the way users travel. Additional information about ZoomAway Technologies Inc. can be found at www.zoomaway.com.

Forward-Looking Statements
This release contains “forward-looking information” or “forward-looking statements” within the meaning of applicable securities laws, including statements regarding the Transaction, the spin-off of ZMA’s current business, ZMA’s intention to continue to seek out other acquisition opportunities, the resumption of trading of the Company’s shares, the completion of due diligence, the execution of a definitive agreement in respect of the Transaction and the timing thereof, and receipt of shareholder approval and regulatory approvals including approval of the TSXV and the timing thereof. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include inability to secure funding for the Transaction, failure to obtain shareholder or regulatory approvals for the Transaction, regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates, and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

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

Oct 24
0

Zoomaway Provides Corporate Update and Announces Resumption Of Trading

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VANCOUVER, BC – October 24, 2023 – ZoomAway Technologies Inc. (TSXV: ZMA) (US: ZMWYF) (the “Company” or “ZMA”) www.zoomaway.com, a retail and hospitality technology development company, announced via press release dated April 12, 2022 that it intended to acquire an Ontario based specialty retailer. On October 4, 2023, the Company announced that, for various reasons, it has chosen not to pursue this transaction and has applied to the TSX Venture Exchange to resume trading of its shares.

Throughout the period since the announcement of the transaction, during which trading in its shares was halted, Zoomaway has continued to operate normally, including keeping its shareholders up to date with all of its financial reporting requirements.

In addition, the Company is pleased to announce that the AIP Convertible Debt Fund LP (“AIP”) has provided an extension on its Notes in the amount of CDN $7.1 million that became due on September 30 of this year, to April 30, 2024. Furthermore, in August 2023, AIP agreed to provide the Company with additional financial support in the amount of USD $400,000 in order to cover operating expenses to August of 2024.

Finally, Zoomaway wishes to announce that it has filed a notice calling for a meeting of its shareholders on December 1, 2023. Further details with regard to the meeting will be announced shortly.

It is anticipated that trading of the Company’s common shares will resume on October 26, 2023.

For additional information contact: Sean Schaeffer, President, ZoomAway Inc., at 775-691-8860 | sean@zoomaway.com or stay up-to-date and sign up for our newsletter.

About Us
Zoomaway Technologies Inc. is a technology company principally involved in the hospitality and travel industries. We have developed a variety of software solutions that enhance the planning and engagement of everyday tourists. Our flagship project, ZoomedOUT, is a complete modernization and re-imagination of mobile travel apps. In a full 3D environment, we are able to integrate planning, booking, social media, and camaraderie into a tangibly rewarding experience. The Company has combined travel, hospitality, mobile gaming and augmented reality to change the way users travel. Additional information about ZoomAway Technologies Inc. can be found at www.zoomaway.com.

Forward-Looking Statements
This release contains “forward-looking information” or “forward-looking statements” within the meaning of applicable securities laws, including statements regarding the Transaction, the spin-off of ZMA’s current business, ZMA’s intention to continue to seek out other acquisition opportunities, the resumption of trading of the Company’s shares, the completion of due diligence, the execution of a definitive agreement in respect of the Transaction and the timing thereof, and receipt of shareholder approval and regulatory approvals including approval of the TSXV and the timing thereof. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include inability to secure funding for the Transaction, failure to obtain shareholder or regulatory approvals for the Transaction, regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates, and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

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

Oct 04
4

ZoomAway Seeks to have Shares Reinstated for Trading

By | Press Releases | No Comments

VANCOUVER, BC / ACCESSWIRE / October 4, 2023 / ZoomAway Technologies Inc. (TSXV:ZMA) (the “Company” or “ZMA“) www.zoomaway.com, a retail and hospitality technology development company, announced via press release dated April 12, 2022 that it intended to acquire an Ontario based specialty retailer. For various reasons, the Company has chosen not to pursue this transaction and is applying to the TSX Venture Exchange to reinstate trading of its shares.

Throughout the period since the announcement of the transaction, Zoomaway reports that it has continued to operate normally during the halt, including keeping up to date with all of its financial reporting requirements. The Company has continued to grow its travel business and expects that trend to continue as we pursue our publicly stated mission to complete a transaction and spin-off of its current business to its wholly owned subsidiary Zoom Tech Inc.

For additional information contact: Sean Schaeffer, CEO, ZoomAway Technologies Inc., at 775-691-8860 sean@zoomaway.com.

For additional information contact: Sean Schaeffer, President, ZoomAway Inc., at 775-691-8860 | sean@zoomaway.com or stay up-to-date and sign up for our newsletter.

About Us
Zoomaway Technologies Inc. is a technology company principally involved in the hospitality and travel industries. We have developed a variety of software solutions that enhance the planning and engagement of everyday tourists. Our flagship project, ZoomedOUT, is a complete modernization and re-imagination of mobile travel apps. In a full 3D environment, we are able to integrate planning, booking, social media, and camaraderie into a tangibly rewarding experience. The Company has combined travel, hospitality, mobile gaming and augmented reality to change the way users travel. Additional information about ZoomAway Technologies Inc. can be found at www.zoomaway.com.

Forward-Looking Statements
This release contains “forward-looking information” or “forward-looking statements” within the meaning of applicable securities laws, including statements regarding the Transaction, the spin-off of ZMA’s current business, ZMA’s intention to continue to seek out other acquisition opportunities, the resumption of trading of the Company’s shares, the completion of due diligence, the execution of a definitive agreement in respect of the Transaction and the timing thereof, and receipt of shareholder approval and regulatory approvals including approval of the TSXV and the timing thereof. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include inability to secure funding for the Transaction, failure to obtain shareholder or regulatory approvals for the Transaction, regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates, and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

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

Apr 12
4

ZoomAway has Entered into Binding Letter of Intent to Acquire Large Ontario-Based Retailer and will Spin Out Travel Assets

By | Uncategorized | No Comments

VANCOUVER, BC / ACCESSWIRE / April 12, 2022 / ZoomAway Technologies Inc. (TSXV:ZMA) (OTCQB:ZMWYF) (the “Company” or “ZMA“) www.zoomaway.com,a retail and hospitality technology development company, is pleased to announce that as of April 5, 2022 it has entered into a binding letter of intent to acquire all of the issued and outstanding shares of a rapidly growing, privately-held specialty retailer (“TargetCo“) with locations throughout the Province of Ontario (the “Transaction“).

Additional information in respect of TargetCo and the Transaction, including the purchase price and structure, will be communicated by the Company in one or more subsequent new releases in accordance with policies of the TSX Venture Exchange (the “TSXV“).

Concurrently with the completion of the Transaction, ZMA intends to spin-off its current business to its wholly-owned subsidiary Zoom Tech Inc. This will include all intellectual property and related rights to its retail and hospitality technology platforms. As part of this plan, ZMA intends to continue to seek out other acquisition opportunities.

Under the policies of the TSXV, the Transaction will constitute a “change of business” and, as a result, trading in the shares of the Company has been halted and is expected to remain halted pending receipt of conditional approval of the TSXV and/or closing of the Transaction.

Closing of the Transaction will be subject to, inter alia, completion of due diligence, the signing of a definitive agreement and obtaining all requisite shareholder and regulatory approvals. Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if applicable, disinterested shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of ZMA should be considered highly speculative. The TSXV has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.

For additional information contact: Sean Schaeffer, President, ZoomAway Inc., at 775-691-8860 | sean@zoomaway.com or stay up-to-date and sign up for our newsletter.

About Us

ZoomAway, Inc. (Nevada Co.) Zoomaway Travel Inc. is a technology company that is revolutionizing the Hospitality and Travel Industries. We have developed a variety of software solutions that enhance the planning and engagement of everyday tourists. Our flagship project, ZoomedOUT, is a complete modernization and re-imagination of mobile travel apps. In a full 3D environment, we are able to integrate planning, booking, social media, and camaraderie into a tangibly rewarding experience. We are combining Travel, Hospitality, Mobile Gaming and Augmented Reality to change the way users travel into 2020 and beyond. Additional information about ZoomAway Inc. can be found at www.zoomaway.com.

ZMA Travel Game Inc. (Canadian Co.) (formerly TravelGameBlockChain Technology Inc.) is a ZoomAway Travel Inc. subsidiary company dedicated to housing new projects in the digital games. The company’s first project is ZoomedOUT, being developed with the assistance of Zero8 Studios, Inc., which can be seen at zoomedout.io. To receive more detailed, or investor level information, please contact us at sean@zoomaway.com and we will respond with the appropriate documentation depending on your request.

Forward-Looking Statements
This release includes certain statements that may be deemed “forward-looking statements”. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates, and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

Neither the TSX Venture Exchange nor it’s Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Offering and has neither approved nor disapproved the contents of this press release.

Apr 08
3

IIROC Trading Halt – ZMA

By | Uncategorized | No Comments

VANCOUVER, BC , April 8, 2022 /CNW/ – The following issues have been halted by IIROC:

Company: ZoomAway Technologies Inc.

TSX-Venture Symbol: ZMA

All Issues: Yes

Reason: At the Request of the Company Pending News

Halt Time (ET): 3:36 PM

IIROC can make a decision to impose a temporary suspension (halt) of trading in a security of a publicly-listed company. Trading halts are implemented to ensure a fair and orderly market. IIROC is the national self-regulatory organization which oversees all investment dealers and trading activity on debt and equity marketplaces in Canada .

SOURCE Investment Industry Regulatory Organization of Canada (IIROC) – Halts/Resumptions

For additional information contact: Sean Schaeffer, President, ZoomAway Inc., at 775-691-8860 | sean@zoomaway.com or stay up-to-date and sign up for our newsletter.

About Us

ZoomAway, Inc. (Nevada Co.) Zoomaway Travel Inc. is a technology company that is revolutionizing the Hospitality and Travel Industries. We have developed a variety of software solutions that enhance the planning and engagement of everyday tourists. Our flagship project, ZoomedOUT, is a complete modernization and re-imagination of mobile travel apps. In a full 3D environment, we are able to integrate planning, booking, social media, and camaraderie into a tangibly rewarding experience. We are combining Travel, Hospitality, Mobile Gaming and Augmented Reality to change the way users travel into 2020 and beyond. Additional information about ZoomAway Inc. can be found at www.zoomaway.com.

ZMA Travel Game Inc. (Canadian Co.) (formerly TravelGameBlockChain Technology Inc.) is a ZoomAway Travel Inc. subsidiary company dedicated to housing new projects in the digital games. The company’s first project is ZoomedOUT, being developed with the assistance of Zero8 Studios, Inc., which can be seen at zoomedout.io. To receive more detailed, or investor level information, please contact us at sean@zoomaway.com and we will respond with the appropriate documentation depending on your request.

Forward-Looking Statements
This release includes certain statements that may be deemed “forward-looking statements”. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates, and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

Neither the TSX Venture Exchange nor it’s Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Offering and has neither approved nor disapproved the contents of this press release.

Dec 23
1

ZoomAway Announces Results of Annual and Special Meeting of Shareholders

By | Press Releases | No Comments

VANCOUVER, BC / ACCESSWIRE / December 23, 2021 / ZoomAway Technologies Inc. (TSXV:ZMA)(OTCQB:ZMWYF) (the “Corporation” or “ ZMA“) www.zoomaway.com is pleased to announce the results of its annual general and special meeting of shareholders held on December 20, 2021 (the “ Meeting “).

At the Meeting, shareholders overwhelmingly voted in favour of the following matters: (i) to fix the number of directors to be elected for the ensuing year at five; (ii) the election of five directors; (iii) the appointment of MNP LLP as the Corporation’s auditor; and (iv) the continuation of the Corporation’s share option plan, as follows:

MATTER VOTES IN FAVOUR (%)
Fixing the Number of Directors 99.85
Election of Directors
Jay Bala 99.85
Alex Kanayev 99.85
Sean Schaeffer 99.67
Steven Rosenthal 99.67
Mason Shan 99.85
Appointment of MNP LLP as Auditor 99.97
Continuation of Share Option Plan 99.85

A total of 9,757,723 shares were present at the Meeting, in person or represented by proxy, representing approximately 58.95% of the Corporation’s issued and outstanding shares entitled to vote at the Meeting.

For more information on the matters approved at the Meeting, please refer to the Corporation’s management information circular dated November 16, 2021 which is available on the Corporation’s SEDAR profile at www.sedar.com.

For additional information contact: Sean Schaeffer, President, ZoomAway Inc., at 775-691-8860 | sean@zoomaway.com or stay up-to-date and sign up for our newsletter.

About Us

ZoomAway, Inc. (Nevada Co.) Zoomaway Travel Inc. is a technology company that is revolutionizing the Hospitality and Travel Industries. We have developed a variety of software solutions that enhance the planning and engagement of everyday tourists. Our flagship project, ZoomedOUT, is a complete modernization and re-imagination of mobile travel apps. In a full 3D environment, we are able to integrate planning, booking, social media, and camaraderie into a tangibly rewarding experience. We are combining Travel, Hospitality, Mobile Gaming and Augmented Reality to change the way users travel into 2020 and beyond. Additional information about ZoomAway Inc. can be found at www.zoomaway.com.

ZMA Travel Game Inc. (Canadian Co.) (formerly TravelGameBlockChain Technology Inc.) is a ZoomAway Travel Inc. subsidiary company dedicated to housing new projects in the digital games. The company’s first project is ZoomedOUT, being developed with the assistance of Zero8 Studios, Inc., which can be seen at zoomedout.io. To receive more detailed, or investor level information, please contact us at sean@zoomaway.com and we will respond with the appropriate documentation depending on your request.

Forward-Looking Statements
This release includes certain statements that may be deemed “forward-looking statements”. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates, and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

Neither the TSX Venture Exchange nor it’s Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Offering and has neither approved nor disapproved the contents of this press release.

Oct 20
0

ZoomAway Updates Shareholders

By | Press Releases | No Comments

VANCOUVER, BC / ACCESSWIRE / October 20, 2021 / ZoomAway Technologies Inc. (TSXV:ZMA)(OTCQB:ZMWYF) (the “Company” or “ZMA“) www.zoomaway.com is accelerating the execution of its corporate plan, driving more business in the recovering hospitality sector and continuing to work aggressively on strategic acquisitions.

“We are experiencing a lot of positive momentum, and I’m very excited to see our efforts progressing” stated Sean Schaeffer, CEO of ZoomAway Technologies, “We’re going into 2022 with more opportunity than ever before, we’re cleaning up the balance sheet, we’re on the path to identify strategic acquisitions, and we’re well positioned for growth.”

Near term outlook
While Covid and certain restrictions still loom over our Casino Markets and the Tourism Industry as a whole, some of the data is encouraging while uneven. According to the US Travel Association© (www.ustravel.org), willingness to travel is holding steady, and hotel demand is only 4% below July 2019 levels. We have been busy with quite a few of our events in the third quarter. Our large corporate groups were hesitant to come in 2021 with worries about crowds and the global pandemic. So, they chose to delay events to 2022. But bookings are starting to come back in this quarter, and we are bullish that this trend will continue.

2022 outlook
All of our large group outings have been contracted and prepaid for 2022. This gives us a tremendous jump on next year and we’re anticipating an increase in these large events. Organizers of our large corporate groups are expressing eagerness to increase the size of their entertainment budgets from 2019 and spend even more on customer appreciation trips in the upcoming year. As with many industries, we are seeing significant pent-up demand to get back to normal. We are continuing work on remodeling several of our websites and products, including our Tripsee platform which was hampered greatly by the pandemic. Our client hotels and resorts have been working with limited budgets over the last two years, a trend that appears to be slowly reversing now, and we are focusing on recapturing the upside of these budget increases, gaining momentum, and showing stronger revenues with all of our products for 2022.

ZoomedOUT
We are continuing development of ZoomedOUT. We decided, like most of the industry, that scaling back development on any products that relied on hospitality advertising as one of its key revenue generators was a prudent management decision. As mentioned, the core market for this product (hotels, activity providers, resorts and attractions) were spending significantly less money the past two travel seasons and today are heavily focused on addressing labour shortages so they can simply stay open. We believe strongly that ZoomedOUT will impact the hospitality sector greatly. We intend to continue investing in the ZoomedOUT platform and advance its position as an enhanced hospitality and travel experience.

Acquisitions
Our search for companies that will bolster revenues and provide ultimate value to our shareholders is in full swing. The search has been productive, but market trends are showing over-valuation in many of the companies we have approached. We are happy to report, though, that we are currently looking at several promising opportunities and believe that we will have some progress on one or more strategic acquisitions before year-end.

Zoom Tech Inc.
In anticipation of our acquisition strategy, we have created a new wholly-owned Canadian subsidiary corporation named Zoom Tech Inc. The Company believes that the subsidiary will provide flexibility in the future for bringing on new assets.

For additional information contact: Sean Schaeffer, President, ZoomAway Inc., at 775-691-8860 | sean@zoomaway.com or stay up-to-date and sign up for our newsletter.

About Us

ZoomAway, Inc. (Nevada Co.) Zoomaway Travel Inc. is a technology company that is revolutionizing the Hospitality and Travel Industries. We have developed a variety of software solutions that enhance the planning and engagement of everyday tourists. Our flagship project, ZoomedOUT, is a complete modernization and re-imagination of mobile travel apps. In a full 3D environment, we are able to integrate planning, booking, social media, and camaraderie into a tangibly rewarding experience. We are combining Travel, Hospitality, Mobile Gaming and Augmented Reality to change the way users travel into 2020 and beyond. Additional information about ZoomAway Inc. can be found at www.zoomaway.com.

ZMA Travel Game Inc. (Canadian Co.) (formerly TravelGameBlockChain Technology Inc.) is a ZoomAway Travel Inc. subsidiary company dedicated to housing new projects in the digital games. The company’s first project is ZoomedOUT, being developed with the assistance of Zero8 Studios, Inc., which can be seen at zoomedout.io. To receive more detailed, or investor level information, please contact us at sean@zoomaway.com and we will respond with the appropriate documentation depending on your request.

Forward-Looking Statements
This release includes certain statements that may be deemed “forward-looking statements”. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates, and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

Neither the TSX Venture Exchange nor it’s Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Offering and has neither approved nor disapproved the contents of this press release.

Jun 07
2

ZoomAway Announces Approval of Normal Course Issuer Bid

By | Press Releases | No Comments

VANCOUVER, BC / ACCESSWIRE / June 7, 2021 / ZoomAway Technologies Inc. (TSXV:ZMA)(OTCQB:ZMWYF) (the “Company” or “ZMA“) announces that, further to its press release dated May 3, 2021, the TSX Venture Exchange (the “TSXV“) has accepted the Company’s notice to implement a normal course issuer bid (the “NCIB“) to purchase for cancellation up to an aggregate of 852,001 of its issued and outstanding common shares, representing 5% of the Company’s current issued and outstanding common shares.

The NCIB will commence on June 8, 2021 and will remain in effect until the earlier of (i) June 7, 2022, (ii) the date on which the Company acquires the maximum number of common shares permitted under the NCIB, or (iii) the date upon which the Company provides written notice of termination of the NCIB to the TSXV.

The Company has engaged Integral Wealth Securities Inc. as its broker for the NCIB. The NCIB will be conducted through the facilities of the TSXV, and purchases of common shares will be made in accordance with the applicable policies of the TSXV at the prevailing market price of such common shares at the time of purchase. All common shares acquired by the Company under the NCIB will be cancelled. As of the date hereof, the Company has 17,040,038 common shares issued and outstanding. The Company may not purchase more than 2% of its issued and outstanding common shares during any 30-day period, which as of the date hereof represented 340,800 common shares.

The Company is implementing the NCIB because it believes that, from time to time, the market price of its common shares may not fully reflect the underlying value of the Company’s business and its future prospects. Accordingly, the Company believes purchasing its common shares will be in the interest of the Company and represents an opportunity to enhance shareholder value. The Company’s strong cash position allows for the implementation of the NCIB without adversely affecting the Company’s growth opportunities.

To the Company’s knowledge, none of the officers, directors or insiders of the Company, or any associate of such person, or any associate of affiliate of the Company, has any present intention to sell any securities to the Company pursuant to the NCIB. The Company has not previously purchased for cancellation any of its outstanding common shares.

The Company also wishes to provide some additional information to its press release of June 1, 2021 regarding the engagement of DeCosta Global Media (“DeCosta“). DeCosta has been retained to consult with the Company on digital marketing efforts only and will not be performing any investor relations activities. DeCosta’s engagement is for three-month intervals with a monthly retainer fee of [CAD]$5,000, and any campaigns related to email marketing, social media marketing, SEO, user acquisition, or website work will bear additional costs based on the campaign scope.

For additional information contact: Sean Schaeffer, President, ZoomAway Inc., at 775-691-8860 | sean@zoomaway.com or stay up-to-date and sign up for our newsletter.

About Us

ZoomAway, Inc. (Nevada Co.) Zoomaway Travel Inc. is a technology company that is revolutionizing the Hospitality and Travel Industries. We have developed a variety of software solutions that enhance the planning and engagement of everyday tourists. Our flagship project, ZoomedOUT, is a complete modernization and re-imagination of mobile travel apps. In a full 3D environment, we are able to integrate planning, booking, social media, and camaraderie into a tangibly rewarding experience. We are combining Travel, Hospitality, Mobile Gaming and Augmented Reality to change the way users travel into 2020 and beyond. Additional information about ZoomAway Inc. can be found at www.zoomaway.com.

ZMA Travel Game Inc. (Canadian Co.) (formerly TravelGameBlockChain Technology Inc.) is a ZoomAway Travel Inc. subsidiary company dedicated to housing new projects in the digital games. The company’s first project is ZoomedOUT, being developed with the assistance of Zero8 Studios, Inc., which can be seen at zoomedout.io. To receive more detailed, or investor level information, please contact us at sean@zoomaway.com and we will respond with the appropriate documentation depending on your request.

Forward-Looking Statements
This release includes certain statements that may be deemed “forward-looking statements”. All statements in this release, other than statements of historical facts, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include regulatory actions, market prices, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates, and opinions of the Company’s management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management’s beliefs, estimates or opinions, or other factors, should change.

Neither the TSX Venture Exchange nor it’s Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Offering and has neither approved nor disapproved the contents of this press release.