ATLANTA, GA, Oct. 13, 2016 /CNW/ - FinTech Ventures Fund, LLLP ("FinTech"), announced today pursuant to National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues that it has acquired ownership of 1,851,852 common shares ("Common Shares") of IOU Financial Inc. ("IOU"), pursuant to a Subscription Agreement dated October 13, 2016, between FinTech and IOU, and as part of the closing of a first tranche of IOU's previously announced private placement of Common Shares (the "Private Placement"). FinTech is a newly created fund designated for investment into alternative lenders, which is managed by Qwave Capital LLC. The Common Shares purchased represent approximately 2.8% of the issued and outstanding Common Shares of IOU upon completion of the Private Placement. Each of the purchased Common Shares was issued by IOU to FinTech for a purchase price of CDN$0.27 per Common Share, for aggregate consideration of CDN$500,000 from FinTech.
Prior to the Private Placement, FinTech already owned 9,378,905 Common Shares of IOU and CDN$1,000,000 in principal amount of convertible unsecured subordinated debentures (the "Debentures") of IOU. The Debentures are convertible at their holders' option into Common Shares at a price of $0.75 per Common Share, representing a conversion rate of 1,333.33 Common Shares for each $1,000 principal amount of Debentures. Prior to the Private Placement, if all Debentures owned by FinTech were fully converted, FinTech exercised ownership, control or direction, over 10,712,238 Common Shares, representing 16.9% of IOU's then issued and outstanding Common Shares. Immediately after the Private Placement, FinTech directly owns 11,230,757 common shares of IOU and 1,000 Debentures in principal amount. Immediately after the Private Placement, if all Debentures owned by FinTech are fully converted, FinTech exercises ownership, control or direction, over 12,564,090 Common Shares representing 18.6% of IOU's issued and outstanding Common Shares.
As a significant shareholder of IOU, FinTech will review and monitor its options and alternatives with respect to additional acquisitions of Common Shares in light of all relevant factors from time to time, including general market conditions, prevailing market prices for the Common Shares, the business and prospects of IOU and alternative investment opportunities available to FinTech. FinTech may explore opportunities to acquire additional Common Shares in the open market, through negotiated or private transactions or otherwise, in each case on such terms and at such times as FinTech may deem advisable and in accordance with all applicable securities laws. In the future, FinTech may cease to explore such opportunities to acquire additional Common Shares, terminate or temporarily suspend any acquisition activities in which it may be engaged or may dispose of Common Shares at any time and from time to time in the open market, through negotiated or private transactions or otherwise, in each case on such terms and at such times as FinTech may deem advisable.
An Early Warning Report respecting these transactions will be filed on the System for Electronic Document Analysis and Review (SEDAR) under IOU's profile and can be viewed at www.sedar.com.
ON BEHALF OF FINTECH VENTURES FUND, LLLP
SOURCE FinTech Ventures Fund, LLLP
For further information: Serguei Kouzmine, Manager, Qwave Capital LLC, General Partner to FinTech Ventures Fund, LLLP, 514-789-0694