iseemedia Inc. - Closing of Private Placement
23 September 2010 - 8:28AM
PR Newswire (Canada)
TORONTO, Sept. 22 /CNW/ -- TORONTO, Sept. 22 /CNW/ - iseemedia Inc.
("iseemedia") (TSX-V: IEE), a leading provider of mobile email for
mass market mobile phones, advised today that its previously
announced brokered private placement of 33,333,334 Subscription
Receipts has been completed. This offering was conducted at a price
of $0.09 per Subscription Receipt for aggregate gross proceeds of
$3,000,000.06 (the "iseemedia Offering"). The Subscription Receipts
have all been exercised into 33,333,334 common shares and
33,333,334 common share purchase warrants of iseemedia, with each
warrant exercisable into one common share at a price of $0.12 for a
period of 36 months following the date of issuance. Northern
Securities Inc. ("Northern") acted as sole agent for the iseemedia
Offering. iseemedia paid Northern a cash commission of 8% of the
gross proceeds, a $175,000 work fee and 3,333,333 Broker Warrants,
each Broker Warrant being exercisable into one common share and one
warrant exercisable at $0.09 per iseemedia common share for a
period 36 months following the closing date. All securities issued
upon the exercise of the Subscription Receipts have been tendered
to the offer made by Synchronica plc (AIM: SYNC; TSX-V:SYN), the
international provider of next-generation mobile-messaging
services, on July 22, 2010 to acquire all issued and outstanding
common shares and common share purchase warrants of iseemedia. They
were immediately taken up by Synchronica plc ("Synchronica") and
exchanged for a total of 8,956,660 ordinary shares and 8,956,660
warrants (each warrant being exercisable for one ordinary share of
Synchronica at a price of (pnds stlg)0.7718 per Share until 11th
December 2011). The net proceeds of the iseemedia Offering will be
used for sales and marketing, research and development, product and
market expansion, general corporate and working capital purposes.
All of the ordinary shares of Synchronica identified above have
been admitted for trading on AIM, a market of the London Stock
Exchange, and were included in the shares of Synchronica listed for
trading on the TSX Venture Exchange when trading in that company's
shares commenced today. Synchronica has also taken up an additional
263,000 common shares of iseemedia tendered since September 15,
2010 to its take-over bid for iseemedia, and those shares will be
exchanged for a total of 70,667 ordinary shares of Synchronica.
Currently, Synchronica holds more than 82% of the common shares of
iseemedia. As previously announced, in an effort to acquire at
least 90 percent of iseemedia and further expedite a second-stage
going private transaction, Synchronica has extended its take-over
bid for all the common shares and warrants of iseemedia to 5:00
p.m. (Toronto time) on Friday, September 24, 2010. This extension
will provide additional time for those current shareholders and
warrant holders of iseemedia who have not deposited their
securities to the bid to do so. During the extension period,
subject to securities law requirements, Synchronica may, in its
discretion, take up any additional shares or warrants deposited in
accordance with the bid's terms. About iseemedia iseemedia Inc. is
a mobile software company focused on the commercialization of a
Service Delivery Platform (iseemail(TM)) for delivering push Email
services to the mass market and an advanced Content Delivery
Platform (iseedocs(TM)) for rich media adaptation and extremely
cost-efficient network delivery to mobile devices. The Company
maintains a broad portfolio of issued and pending patents that
cover content authoring, streaming and interactive viewing on
mobile devices. iseemedia was founded in March 2002 and has been
traded on the TSX Venture Exchange in Toronto since June 2005.
Forward-Looking Statements This news release includes certain
forward-looking statements that are based upon current
expectations, which involve risks and uncertainties associated with
iseemedia's business and the environment in which the business
operates. Any statements contained herein that are not statements
of historical facts may be deemed to be forward-looking, including
those identified by the expressions "anticipate", "believe",
"plan", "estimate", "expect", "intend", and similar expressions to
the extent they relate to the Company or its management. The
forward-looking statements are not historical facts, but reflect
iseemedia's current expectations regarding future results or
events. These forward-looking statements are subject to a number of
risks and uncertainties that could cause actual results or events
to differ materially from current expectations, including the
matters discussed under "Risks and Uncertainties" in the Filing
Statement filed on March 31, 2009 with the regulatory authorities.
iseemedia assumes no obligation to update the forward-looking
statements, or to update the reasons why actual results could
differ from those reflected in the forward-looking statements.
Cautionary Statement: Neither TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release. No stock exchange,
securities commission or other regulatory authority has approved or
disapproved the information contained herein. %SEDAR: 00020202E
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