TORONTO, ONTARIO, April 18, 2016 — VersaPay Corporation (TSX VENTURE:VPY) (“VersaPay” or the “Company”) is pleased to announce that it has entered into an agreement with a syndicate of underwriters led by Haywood Securities Inc. (collectively, the “Underwriters”), pursuant to which the Underwriters have agreed to purchase, on a bought deal basis pursuant to the filing of a short form prospectus, 4,000,000 common shares (the “Common Shares”) of the Company at a price of $1.00 per Common Share (the “Offering Price”) for aggregate gross proceeds of $4,000,000 (the “Offering”).
The Company has granted the Underwriters an option (the “Over-Allotment Option”) to purchase up to an additional 600,000 Common Shares at the Offering Price, exercisable in whole or in part, at any time up to and including the date that is 30 days following the closing of the Offering. If the Over-Allotment Option is exercised in full, an additional $600,000 will be raised pursuant to the Offering and the aggregate gross proceeds of the Offering will be $4,600,000. The net proceeds from the Offering will be used for working capital and general corporate purposes, including marketing and research and development.
The Common Shares will be offered by way of a short form prospectus in each of the provinces of Canada, other than the Province of Quebec, and in the United States on a private placement basis pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended (the “1933 Act”).
The Offering is expected to close on or about May 6, 2016 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the 1933 Act, or under the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold within the United States or to, or for the account or benefit of a U.S. person (as defined in Regulation S under the 1933 Act) absent such registration or an applicable exemption from such registration requirements. Any public offering of securities to be made within the United States will be made by means of a prospectus that may be obtained from the Company and that will contain detailed information about the Company and management, as well as financial statements.
VersaPay is a leading cloud-based payment and A/R solution provider for businesses of all sizes. VersaPay PayPort gives companies an integrated solution for transacting securely in the cloud. VersaPay ARC allows businesses to deliver customized electronic invoices to their customers, to accept credit card and electronic check payments and automatically reconcile to their ERP and accounting software. VersaPay is headquartered in Toronto, Canada and also has operations in Montreal.
For additional information, please contact:
Virtus Advisory Group Inc.
Forward Looking and Other Cautionary Statements
This news release contains “forward-looking information” which may include, but is not limited to, statements with respect to the activities, events or developments that the Company expects or anticipates will or may occur in the future. Such forward-looking information is often, but not always, identified by the use of words and phrases such as “plans,” “expects,” “is expected,” “budget,” “scheduled,” “estimates,” “forecasts,” “intends,” “anticipates,” or “believes” or variations (including negative 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.
These forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business. Management believes that these assumptions are reasonable. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include, among others, risks related to the speculative nature of the Company’s business, the Company’s formative stage of development and the Company’s financial position.
Forward-looking statements contained herein are made as of the date of this news release and the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results, except as may be required by applicable securities laws. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information.
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.