SEB Closes $2,000,000 Convertible Note Offering
12 Février 2014 - 10:30PM
Marketwired
SEB Closes $2,000,000 Convertible Note Offering
TORONTO, ONTARIO--(Marketwired - Feb 12, 2014) - Smart Employee
Benefits Inc. ("SEB" or the "Company") (TSX-VENTURE:SEB) is pleased
to announce that it has closed a $2,000,000 convertible note
offering. The $2,000,000 of unsecured convertible notes (the
"Notes") of the Company were issued at a price of $1.00 per $1.00
principal of the Notes (the "Offering").
The Offering was completed through a syndicate of dealers led by
MGI Securities Inc. and including Industrial Alliance Securities
Inc. (collectively, the "Agents").
The Notes have a two (2) year term maturing on the second
anniversary of the date of closing (the "Maturity Date"). The Notes
bear interest at an annual rate of 8%, with interest calculated and
paid quarterly in arrears. The Notes are convertible into common
shares in the capital of SEB ("Common Shares") at any time at $0.50
per Common Share up until the first anniversary of today's closing
date (the "Closing Date"); and thereafter, the Notes are
convertible into Common Shares at $0.60 per Common Share until the
last business day prior to the Maturity Date. The principal amount
of the Notes that has not been converted into Common Shares will be
repayable on the Maturity Date.
It is anticipated that the net proceeds of the Offering will be
used by the Company for acquisitions and general working capital
purposes.
The Agents received a work fee of $25,000 plus cash compensation
of $140,000, being equal to 7% of the gross proceeds raised under
the Offering, as well as 320,000 broker warrants ("Broker
Warrants") with the Broker Warrants entitling the Agents to
purchase 320,000 Common Shares at any time until the third
anniversary of the closing of the Offering at an exercise price of
$0.50 per Common Share.
The Notes and the Common Shares issuable upon conversion thereof
as well as the Broker Warrants and the Common Shares issuable upon
exercise thereof are subject to a hold period of 4 months from the
Closing Date.
The securities offered in the Offering have not been and will
not be registered under the United States Securities Act of 1933 as
amended, or any state securities laws, and may not be offered or
sold in the United States absent registration or an applicable
exemption from such registration requirements. This press release
shall not constitute an offer to sell, or the solicitation of an
offer to buy the securities in the United States or in any
jurisdiction in which such offer, sale or solicitation would be
unlawful.
About SEB: SEB is a technology company providing software,
solutions and services specializing in managing group benefit
solutions and healthcare claims processing environments for
corporate and government clients, both in Canada and
internationally. Health Claims Processing in Canada alone is a
$56.0 billion industry, of which over $33.0 billion is employee
group benefit plans and over $23.0 billion of other healthcare
benefit claims (e. g. workers' compensation claims, travel
benefits, various federal and provincial government programs,
dental associations, drug associations, etc.). In the employee
group benefits industry, SEB provides Third Party Administrator
("TPA") services and Insurance Brokerage services utilizing its
software platform to provide "totally hosted PCI compliant supply
chain solutions" for managing the complete group benefits business
processes between insurers, clients, brokers, consultants,
technology service providers and healthcare service providers. In
healthcare claims processing, SEB also operates as a systems
integrator utilizing its technology platform together with other
technologies to provide customized, fully integrated solutions for
specialized environments (e.g. travel claims, student benefits,
hospitals, unique government applications, etc.). The technology
and expertise deployed in this area also allows SEB to provide
other related supply chain, systems integration and human resource
solutions and services to the same clients.
For further information about SEB, please visit
www.seb-inc.com.
Neither the 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.
Smart Employee Benefits Inc.John McKimmPresident/Chief Executive
Officer(888) 939-8885 x 358john.mckimm@seb-inc.comSmart Employee
Benefits Inc.Shelly FrankVice-President, Marketing(888) 939-8885 x
358shelly.frank@seb-inc.comwww.seb-inc.comFirst Canadian Capital
CorpDan
Boase416-742-56001-866-580-8891dboase@firstcanadiancapital.comFirst
Canadian Capital CorpEric
Balog416-742-56001-866-580-8891ebalog@firstcanadiancapital.com
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