TORONTO, ONTARIO--(Marketwire - Feb. 6, 2013) - SelectCore Ltd. ("SelectCore" or the "Company") (TSX VENTURE:SCG) a leader in prepaid payment solutions, is pleased to announce that it has secured a more favourable debt financing facility and the proceeds have been used to retire the existing debt facility with Windsor Bancorp Limited Partnership in advance and without penalty.
The new $2.525M senior secured loan facility (the "Loan") with 1889072 Ontario Ltd. (on behalf of a lender group (the "Lender Group") comprised of arm's length and non-arm's length parties) matures February 4, 2015 and may be extended for an additional 1 year term. The Loan bears an interest rate equal to prime plus 7% per annum and will be secured by a general security over the assets of the Company and each subsidiary thereof, as well as a securities pledge over the securities of each subsidiary of the Company.
Certain commitment and management and loan maintenance fees are payable to the Lender Group in connection with the Loan. In addition, the Company issued to the Lender Group 2.525 million warrants, each exercisable into one common share of the Company at $0.15 per share for a period matching the maturity of the Loan.
The Corporation has the option to repay any or all of the outstanding principal at any time without penalty.
Certain officers, directors and employees of the Corporation, namely Martin Bernholtz, Mike Rohrer, Keith McKenzie and Ryan Deslippe, formed part of the Lender Group and advanced an aggregate of $525,000 under the Loan.
Pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"), the Offering is a "related party transaction." The Company is exempt from the formal valuation requirement of MI 61-101 in connection with the Offering in reliance on section 5.5(b) of MI 61-101, as no securities of the Company are listed or quoted for trading on the Toronto Stock Exchange, the New York Stock Exchange, the American Stock Exchange, the NASDAQ Stock Market or a stock exchange outside of Canada and the United States. Additionally, the Company is exempt from obtaining minority shareholder approval in connection with the Loan in reliance on section 5.7(a) of MI 61-101 as the fair market value of the principal amount being advance under the Loan, insofar as it involves interested parties, does not exceed 25% of the market capitalization of the Corporation. The Company has not filed a material change report less than 21 days prior to the completion of the Loan transaction because the terms of the Loan were not settled until shortly before closing.
SelectCore Ltd. (TSX VENTURE:SCG) is a pioneer and leader in prepaid payment solutions for underserved markets. Founded in 1999, the Company offers a range of prepaid products and services from stored-value cards to mobile top-up that provide financial empowerment to a market of millions of under-banked consumers. SelectCore has been ranked among Canada's fastest growing companies by Profit Magazine four times in the past six years and was included in the 2011 Deloitte Technology Fast 500 list of North America's fastest-growing technology companies.
This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects", or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "does not anticipate", or "believes" or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might", or "will be taken", "occur", or "be achieved". Forward-looking information is based on the opinions and estimates of management at the date the information is made, and is based on a number of assumptions and is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including risks related to the regulatory approval process, market and financing conditions as well as risks associated with the prepaid telecom and prepaid financial and payment industries, changes in project parameters as plans continue to be refined as well as those risk factors discussed in the Company's management's discussion and analysis for the most recent financial reporting period available on www.sedar.com. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information contained herein, except in accordance with applicable securities laws.