TORONTO, ONTARIO — (Marketwired) — 12/16/14 — First Global Data Limited (“First Global” or the “Corporation”) (TSX VENTURE: FGD) would like to announce that it has negotiated debt conversion agreements (the “Debt Agreements”) with two (2) arm–s length parties (collectively, the “Creditors”).
Pursuant to the terms of the Debt Agreements, First Global has agreed to issue an aggregate of 937,500 common shares (the “Debt Shares”) to the Creditors in exchange for the cancellation of an aggregate of $75,000 in debt owning to the Creditors. The Debt shares are being issued at a deemed price of $0.08 per common share.
The issuance of the Debt Shares is subject to the approval of the TSX Venture Exchange.
First Global would like to also announce that it has entered into a loan agreement dated September 17, 2014 (the “Loan Agreement”) with Caribbean Investment Bank Inc. (“Caribank”). Caribank is deemed to be a related party of the Corporation as it is a subsidiary of Fundeco Inc., an insider of the Corporation.
Pursuant to the terms of the Loan Agreement, Caribank has agreed to provide to the Corporation a credit facility of up to US$1 million (the “Facility”). Caribank is under no obligation to advance any funds to the Corporation pursuant to the Facility. The Facility bears an annual interest rate of 12% with no specified term. In addition to the annual interest rate, Caribank will be paid a transaction fee of US$0.55, to be paid on a monthly basis, for each incremental remittance transaction over 19,000 monthly transactions. In the event that the Corporation obtains financing, either by way of debt or equity, greater than US$2 million, the Corporation will be required to repay all monies outstanding under the Facility with any unpaid and accrued interest. As of the date hereof, the Corporation has drawn down an aggregate of US$600,000.
As security for the Facility, the Corporation provided Caribank with, among other things, (i) security over all of the securities owned by the Corporation in the capital of Jameson Investment Corporation and (ii) general security agreement over all of the assets of the Corporation.
The transaction between the Corporation and Caribank is deemed to be a related party transaction pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). As such, the transaction would be subject to Corporation obtaining a formal valuation and disinterested shareholder approval. However, the transaction is exempted from such requirements pursuant to the policies of MI 61-101.
About First Global
First Global Data Limited (TSX VENTURE: FGD), through its various subsidiaries, is an international payments company whose services are designed primarily for the domestic and international underbanked markets. Services include Mobile and Online Payments, Money Transfer, including Peer to Peer mobile and online transfers. First Global moves money domestically and internationally in full compliance with regulatory guidelines. First Global also enables its strategic partners and clients around the world with its leading edge financial services technology products. First Global maintains a strong focus on compliance and holds licenses to operate as a Money Service Business around the world. The Corporation–s electronic transaction infrastructure currently extends to approximately 97 countries worldwide. First Global–s goal is to become the global leader in the mobile money and online financial transaction services sector.
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.
This press release contains forward-looking statements based on assumptions, uncertainties and management–s best estimates of future events. Actual results may differ materially from those currently anticipated. Investors are cautioned that such forward-looking statements involve risks and uncertainties. Important factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements are detailed from time to time in the Corporation–s periodic reports filed with the Ontario Securities Commission and other regulatory authorities. The Corporation has no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Contacts:
First Global Data Limited
Andre Itwaru
Chairman
416.504.3813
416.504.7092 (FAX)
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