MONTREAL, QUEBEC — (Marketwired) — 12/10/15 — Intema Solutions Inc. (“Intema” or the “Corporation”) (TSX VENTURE: ITM) is proposing to raise up to $500,000 by way of a non-brokered private placement (the “Offering”) of up to 25,000,000 units of the Corporation (“Units”), each Unit consisting of one common share (a “Share”) and one-half of one Share purchase warrant (a “Warrant”), at a price of $0.02 per Unit. Each Warrant will entitle the holder to purchase one Share at a price of $0.05 per Share for 12 months.
The Corporation intends to make the Offering in accordance with Regulation 45-513 Respecting Prospectus Exemption for distribution to existing security holders and various corresponding blanket orders and rules of other Canadian jurisdictions that have adopted the same or a similar exemption from prospectus requirement (the “Existing Security Holder Exemption”). The Corporation may, at its discretion, also accept subscriptions pursuant to other prospectus exemptions available under applicable law.
Subject to certain limitations discussed below, the Offering is open to all existing shareholders of the Corporation until January 29, 2015. Any existing shareholders of the Corporation interested in participating in the Offering should contact the Corporation using the contact information set out below no later than January 25, 2015 so that subscription materials can be provided for completion and returned to the Corporation no later than January 27, 2015. The Corporation may close the Offering in several tranches during the course of the Offering.
Regardless of the amount raised under the Offering, the Corporation will use the proceeds for purposes of working capital and to maintain and preserve its existing operations, activities and assets. More specifically, the Corporation will use up to $250,000 of the proceeds of the Offering to pursue its ongoing research and development activities and up to $250,000 will be used to commercialize its existing products.
The Shares and Warrants issued under the Offering will be subject to a hold period expiring four months and one day from the date of distribution of the Units.
The Corporation has set December 8, 2015 as the record date (the “Record Date”) for the purpose of determining existing shareholders entitled to purchase Units pursuant to the Existing Security Holder Exemption. Subscribers purchasing Units under the Existing Security Holder Exemption will need to represent in writing that they meet certain requirements of the Existing Security Holder Exemption, including that they were a shareholder of the Corporation as of the Record Date and still are a shareholder of the Corporation. The aggregate acquisition cost to a subscriber under the Existing Security Holder Exemption cannot exceed $15,000 unless that subscriber has obtained advice regarding the suitability of the investment and, if the subscriber is resident in a jurisdiction of Canada, such advice is obtained from a person that is registered as an investment dealer in the subscriber–s jurisdiction. The Offering is being allocated to subscribers on a “first come, first served” basis whereby the subscribers who are first to submit a completed subscription agreement and pay the corresponding subscription price will be accepted until the Offering is fully subscribed.
The Offering is subject to the approval of the TSX Venture Exchange.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined on policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
About INTEMA SOLUTIONS Inc.
Intema–s mission is to integrate technologies to marketing. The company develops technologies for marketing and services related to predictive marketing, relationship marketing and database marketing. Since its inception, INTEMA has dedicated its efforts to deliver key solutions to the marketing industry. Amongst its clients are companies of all sizes in North America. For more information, please visit our website at
Forward-Looking Statements and Disclaimer
Certain statements in this press release may be forward-looking. Such statements include those with respect to Company–s ability to raise funds under the Offering and the use of the proceeds raised thereunder. Although the Company believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurances that its expectations will be achieved. Such assumptions, which may prove incorrect, include the following: (i) Intema will be successful in its efforts to pursue the activities referred to in this news release, (ii) Intema will be successful in its efforts to identify and secure subscribers under the Offering, (iii) the subscribers under the Offering will complete the subscriptions they have agreed to make under their subscription agreements, and (iv) Intema–s management will not identify and pursue other business objectives using the proceeds of the Offering. Factors that could cause actual results to differ materially from expectations include (i) the inability or unwillingness of the subscribers under the Offering to fulfill their contractual obligations, in whole or in part, (ii) the Company–s failure to make effective use of the proceeds of the Offering, (iii) the Company–s inability to obtain the necessary regulatory approvals for the Offering, (iv) an increase in the Company–s operating costs above what is necessary to sustain its operations, (v) labour disputes or the materialization of similar risks, (vii) a deterioration in capital market conditions that prevents the Company from raising the funds it requires on a timely basis and (vi) generally, the Company–s inability to develop and implement a successful business plan for any reason. A description of other risks affecting Intema–s business and activities appears in its annual management–s discussion and analysis, which is available on SEDAR at . No assurance can be given that any events anticipated by the forward-looking information in this press release will transpire or occur, or if any of them do so, what benefits that Intema will derive therefrom. In particular, no assurance can be given as to the future financial performance of Intema. Intema disclaims any intention or obligation to update or revise any forward-looking statements in order to account for any new information or any other event, except as required under applicable law. The reader is warned against undue reliance on these forward-looking statements.
Contacts:
Intema Solutions Inc.
Roger Plourde
+1-514-861-1881
You must be logged in to post a comment Login