Verisante arranges up to $10-million private placements
Ticker Symbol: C:VRS Verisante arranges up to $10-million private placements Verisante Technology Inc (C:VRS)
Shares Issued 69,973,982
Last Close 2/26/2013 $0.52
Wednesday February 27 2013 - News Release
Mr. Thomas Braun reports
VERISANTE TECHNOLOGY, INC. ANNOUNCES BROKERED PRIVATE PLACEMENTS
Verisante Technology Inc. intends to complete two separate and independent brokered private placements through Raymond James Ltd. (agent for sales in Canada only) and a separate agent for sales in the United States. The private placement to be conducted by Raymond James Ltd. shall be for a minimum of 4,000,000 to a maximum of 10,000,000 units at $0.50 per unit for total gross proceeds of a minimum of $2,000,000 and a maximum of $5,000,000, and the private placement to be conducted by the Company's US Agent shall be for a minimum of 4,000,000 to a maximum of 10,000,000 units at $0.50 per unit for total gross proceeds of a minimum of $2,000,000 and a maximum of $5,000,000, (collectively, the "Offerings").
Each unit will comprise of one common share and one common share purchase warrant (the "Warrants"). Each Warrant will entitle the holder to purchase one common share at a price of $0.70 per share with an expiry date of 24 months from the closing of the Offerings.
The Warrants shall have two call provisions whereby in the event the volume weighted average trading price of Verisante's common shares on the TSX Venture Exchange (the "Exchange") is equal to or greater than $1.00 for 10 consecutive trading days, the Company will have the right to accelerate the expiry date of 50% of the total Warrants issued under the Offerings to a date that is 30 days after Verisante issues a news release announcing that it has elected to exercise this acceleration right. Under the second call provision, in the event the volume weighted average trading price of Verisante's common shares on the Exchange is equal to or greater than $1.25 for 10 consecutive trading days, the company will have the right to accelerate the expiry date of remaining 50% of the total Warrants issued under the Offerings to a date that is 30 days after Verisante issues a news release announcing that it has elected to exercise this acceleration right.
Closing of the Offerings are scheduled to occur on or before April 30, 2013 or at any other such time as the Company and each Agent may agree, subject to the approval of the Exchange, the Agents' satisfactory due diligence, and other customary conditions. The securities to be issued in connection with the Offerings will be subject to a four month statutory hold period.
The net proceeds of the Offerings will be used to fund the Company's manufacturing of Aura(TM), to pursue additional regulatory approvals of Aura(TM) in the United States and other regions, to support sales and marketing initiatives, and for working capital requirements. Commissions may be paid in connection with the Offerings consisting of 10% of the gross proceeds of the Offerings, and agent's warrants entitling the holder thereof to acquire common shares of Verisante in an amount equal to 10% of the number of units sold by the Agents, which agent's warrants shall have the same terms as the Warrants.
We seek Safe Harbor.
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