Versatile Obtains Bridge Loan and Announces Rights Offering
16 Dicembre 2013 - 10:47PM
Marketwired
Versatile Obtains Bridge Loan and Announces Rights Offering
MECHANICSBURG, PENNSYLVANIA--(Marketwired - Dec 16, 2013) -
Versatile Systems Inc. (TSX-VENTURE:VV) ("Versatile" or the
"Company") today announced that it entered into a loan agreement
with Bertrand des Pallieres (the "Lender"), a director and
significant shareholder of the Company, under which the Lender has
loaned to the Company Cdn$786,400 by way of a bridge loan (the
"Bridge Loan"). The proceeds from the Bridge Loan will be used for
working capital for the Company and its subsidiaries. In connection
with the Bridge Loan, the Company has agreed to use reasonable
commercial efforts to undertake and complete a rights offering (the
"Rights Offering") by way of a rights offering circular before
March 31, 2014.
"I am excited about this new chapter in Versatile's growth and
pleased to support the Company in this manner," said Mr. des
Pallieres.
The Bridge Loan bears interest at a rate of 6% per annum and
principal and interest is due on the earlier of April 15, 2014 and
the day after the receipt by the Company of the proceeds from the
rights offering (described below).
Under the Rights Offering the Company proposes to issue to
eligible holders of its outstanding common shares 157,285,643
rights, with four rights being exercisable into one common share of
the Company at an exercise price of Cdn$0.02 per share. The Lender
has agreed to provide a stand-by commitment to purchase all of the
unexercised rights. The Company expects to raise gross proceeds of
approximately Cdn$786,400 under the Rights Offering and has
covenanted to use such proceeds to repay the Bridge Loan. In
consideration for the Lender's stand-by commitment the Company has
agreed to grant the Lender a bonus warrant to purchase up to 25% of
the total number of shares the Lender will agree to acquire under
the stand-by commitment.
The Company has also agreed with the Lender that the Company
will submit to its shareholders for approval at the Company's
upcoming Annual General Meeting, a resolution to approve the
consolidation of the Company's shares on a 10 for 1 basis (the
"Consolidation"). All references in this news release to numbers of
shares are to pre-Consolidation numbers.
The Company is also in discussions with the Lender regarding a
proposed convertible loan in a principal amount of approximately
Cdn$640,000. The Company and the Lender have not yet agreed to the
terms of such convertible loan. If and when terms are agreed to,
the Company will provide further details in a subsequent news
release.
The Rights Offering and Consolidation are subject to a number of
conditions precedent, including the approval of the TSX Venture
Exchange and securities regulatory authorities, and in the case of
the Consolidation the approval of the Company's shareholders. If
such conditions precedent are not satisfied the Rights Offering may
not close and the Consolidation may not complete. Further details
of the Rights Offering and Consolidation will be provided in due
course after receipt of applicable approvals. Assuming the Rights
Offering proceeds, the Company expects to mail a rights offering
circular in January 2014 and the Rights Offering will close in late
February 2014. The Company anticipates that if the Consolidation is
approved, it will be effective after the closing of the Rights
Offering.
The Bridge Loan constitutes a related party transaction under
Multilateral Instrument 61-101 as the Lender is a director of the
Company and owns 33,167,500 common shares of the Company,
representing approximately 21.6% of the Company's outstanding
common shares. The Company has relied on the exemption from
minority shareholder approval in section 5.7(f) of MI 61-101 as the
Bridge Loan is on reasonable commercial terms.
About Versatile
Versatile is a multi-disciplinary technology company with
solutions across the mobile, digital signage, IT infrastructure,
software and hardware landscape. The company's products are
utilized by Fortune 500 companies, leading financial institutions,
large and small retail organizations. For more information please
visit www.versatile.com.
Forward-Looking Statements
This document may contain forward-looking statements relating to
Versatile's operations or to the environment in which it operates,
which are based on Versatile's operations, estimates, forecasts and
projections. These statements include the completion and terms of
the convertible loan, Rights Offering and the Consolidation. These
statements are not guarantees of future performance and involve
risks and uncertainties that are difficult to predict or are beyond
Versatile's control. A number of important factors including those
set forth in other public filings could cause actual outcomes and
results to differ materially from those expressed in these
forward-looking statements. Consequently, readers should not place
any undue reliance on such forward-looking statements. In addition,
these forward-looking statements relate to the date on which they
are made. Versatile disclaims any intention or obligation to update
or revise any forward-looking statements whether as a result of new
information, future events or otherwise.
Neither TSX Venture Exchange nor its Regulation Service Provider
(as that term is defined in policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this
release.
© 2013 Versatile Systems Inc. All rights reserved.
Versatile Systems Inc.Kenny KahnChief Executive Officer(717)
620-2531inquiries@versatile.comwww.versatile.com
Grafico Azioni Versatile Systems Inc. (TSXV:VV)
Storico
Da Ott 2024 a Nov 2024
Grafico Azioni Versatile Systems Inc. (TSXV:VV)
Storico
Da Nov 2023 a Nov 2024
