Peeks Social Announces Private Placement and Agreement to Settle Trade Payable for Shares

TORONTO, Feb. 21, 2019 (GLOBE NEWSWIRE) -- Peeks Social Ltd. (TSXV: PEEK; OTCQB: PKSLF) (the "Company") announced that further to its press releases dated July 25, 2018, it has closed a number of tranches pursuant to its Funding Agreement dated July 18, 2018, with GEM Investments America LLC and GEM Global Yield Fund LLC SCS (collectively, "GEM"). The Company issued an aggregate of 5,457,000 common shares at an average price of $0.075 per common share for gross proceeds of $410,022. The proceeds were used for general working capital and corporate purposes.

Pursuant to the Funding Agreement the Company has agreed to issue 4,000,000 common share purchase warrants to GEM within 18 months of execution of the Funding Agreement. Each warrant will have a term of three years and is exercisable to purchase one additional common share of the Company at a price equal to the greater of i) $0.583 per common share or ii) the market price of the Company's common shares at the time of issuance. The exercise price of the warrants is subject to repricing on the first anniversary of issuance if the market price of the common shares of the Company is less than 90% of the then-current exercise price, in which case the price will be adjusted to 105% of the market price of the Company's common shares on such anniversary. The repricing must be done in accordance with the rules and policies of the TSXV. If the Company does not issue the warrants within 18 months of the initial execution of the Funding Agreement, the Company is required to pay GEM 8% of the original face value of any unissued warrants.

The Company also announced that it has agreed to settle an aggregate of $253,984.83 of debt owed to two arm's length parties in consideration for the issuance of 3,628,354 common shares at a price of $0.07 per share, pending TSX Venture Exchange approval. The debt is in relation to trade payables. Once issued, the shares will be subject to a four month hold period.

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

Disclaimer concerning Forward-looking Statements
Certain statements included herein constitute "forward-looking statements" within the meaning of applicable securities laws. Such forward-looking statements include, without limitation, the proposed issuance of warrants by the Corporation to GEM. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management at this time, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Investors are cautioned not to put undue reliance on forward-looking statements. Additional risks and uncertainties regarding the Company are described in its publicly-available disclosure documents filed by the Company on SEDAR (www.sedar.com). The forward-looking statements contained in this news release represent the Company's expectations as of the date of this news release, or as of the date they are otherwise stated to be made, and subsequent events may cause these expectations to change. Except as required by law, the Company does not intend, and undertakes no obligation, to update any forward-looking statements to reflect, in particular, new information or future events.