Company: SAMSys Technologies Inc. Stock Symbol: SMY Listing: Montreal Exchange (ME) Outstanding Shares: 21.6 Million (Fully Diluted) Web Site: www.samsys.com
TORONTO, Aug. 3 /CNW/ - SAMSys Technologies Inc. (SMY:ME) (www.samsys.com) ("SAMSys" or the "Company") of Toronto, a provider of Radio Frequency Identification (RFID) reader hardware today announced that the Company has entered into an agency letter of intent with Taurus Capital Markets Ltd. ("Taurus" or "Agent") whereby Taurus will act as SAMSys' exclusive agent on a best-efforts basis to complete a Special Warrant Private Placement (the "Offering") to raise a minimum of $5,000,000 and maximum of $7,000,000 in equity financing proceeds. SAMSys has also granted the Agent a 15% "Greenshoe" option, which enables the Agent to increase the issue size of this Offering by 15%. The Offering is subject to, among other things, receipt of all necessary approvals from regulators and satisfactory completion of due diligence by the Agent. The proceeds from the Offering will be principally used for the commercial production of SAMSys' proprietary RFID reader technology, research and development and for on-going working capital requirements. The Offering is expected to close within 30 days (the "Closing Date") of the signing of the agency letter or such other date as agreed to by the Company and the Agent. The Offering price for the Special Warrant Units is expected to be determined within the next 14 days in the context of the market. Each Special Warrant Unit will allow the holder to acquire securities in the Company consisting of a Common Share plus one full Common Share Purchase Warrant. Each Common Share Purchase Warrant will entitle the holder to purchase one Common Share at the strike price (which is expected to be determined within the next 14 days at pricing in the context of the market) until the expiry date. The expiry date will be eighteen (18) months from the earlier of: (i) the date of the receipt for the final prospectus and (ii) 12 months following the Closing Date. SAMSys expects to file and obtain receipts for a final prospectus qualifying the Common Share and Common Share Purchase Warrants to be issued upon the exercise of Special Warrants Units in the Provinces of Alberta, Ontario and British Columbia within 110 days from the Closing Date. Unless the final prospectus is filed and receipt issued by the applicable securities regulatory authorities within 110 days from the Closing Date, each Special Warrant Unit Holder will be issued 1.15 Common Shares and 1.15 Common Share Purchase Warrants upon the exercise of the Special Warrant Unit without payment by the holder of any additional consideration. As compensation for the completion of this financing the Agent will receive 7.0% of the gross proceeds of the Offering and compensation options entitling the Agent to purchase 10% of the Offering at the Offering Price exercisable for a period of eighteen (18) months from the earlier of: (i) the date of the receipt for the final prospectus and (ii) 12 months following the Closing Date. SAMSys in partnership with International Paper is seeking opportunities to deploy smart packaging RFID technologies to enhance data flow within operations of Fortune 500 organizations. Its value-added proposition is to decrease almost $70 billion of waste from inventory irregularities, excessive labor costs and theft in the retail supply chain. RFID is an electronic labeling system that uses radio frequency to count closely spaced items without the need to separate and scan individual items. RFID consists of a tag and a reader. The reader transmits a signal to the tag, which is a small transceiver. The tag transmits encoded data back to the reader, which logs it via computer. The tag has read-write capabilities, enabling its data to be modified remotely. The system provides greater flexibility over bar-code inventory-control systems because there are no line of sight requirements and physical contact or operator intervention is not required. |