Yangaroo announces Closing of private placement, amendment to Stock option plan and grant of options

/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./

TORONTO, Feb. 11 /CNW/ - YANGAROO Inc. ("YANGAROO" or the "Company") (TSX-V: YOO, OTC: YOOIF), the industry's leading secure digital media distribution company, is pleased to announce that it closed on  $1,125,000 of the private placement of up to $1,140,000 of Convertible Debentures announced on December 24, 2010. The Debentures have an eighteen month term, interest free until July 31, 2011 and thereafter interest is payable semi-annually at 15% per annum, are secured by a general security agreement over the assets of the Company and are convertible into common shares of the Company at $0.10 per share.   Fraser Mackenzie Limited was Lead Agent and Brimberg & Co. was a Co-Agent with respect to the offering. The Agents were paid a fee of $60,000, together with being granted non-transferable options to acquire 600,000 common shares of the Company at $0.10 per share until February 11, 2013.  The Company will be making certain filings to satisfy the conditional acceptance requirements of the TSX Venture Exchange. The proceeds of the offering will be used for continued expansion of marketing and sales and other general working capital purposes.  Scott Wambolt, the Company's CEO, purchased $100,000 of the total debenture offering and Cliff Hunt, Yangaroo's Chairman and COO purchased $25,000Mac Bay Partners LP, an insider of the company, also acquired $250,000 of the Debentures.

"We are pleased to have moved forward with this working capital funding early in the new year" said Scott Wambolt, CEO of YANGAROO.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdictions in which such offer, solicitation or sale would be unlawful. Any offering made will be pursuant to available prospectus and registration exemptions and restricted to persons to whom the securities may be sold in accordance with the laws of such jurisdictions and by persons permitted to sell the securities in accordance with the laws of such jurisdictions.

Yangaroo has also received acceptance of an amendment to its Incentive Stock Option Plan which increased the number of shares issuable under the plan to 11,804,761. The board has granted to each of the four independent directors of the Company, Gary Moss, Justin Lafayette, Anthony Miller and Howard Atkinson options to acquire 50,000 shares at $0.10 per share and granted 225,000 options to Scott Wambolt, CEO, 250,000 options to Cliff Hunt, Chairman, COO & Secretary and 600,000 options to Richard Klosa, CTO at $0.10 per share.  All the options are exercisable until February 10, 2016.

About YANGAROO

YANGAROO's patented Digital Media Distribution System (DMDS) is a leading secure B2B digital delivery solution for the music and advertising industries.  DMDS is a Web-based delivery system that pioneers secure digital file distribution by incorporating biometrics, high-value encryption and watermarking. DMDS replaces the physical distribution of audio and video content for music, music videos, and advertising to television, radio, media, retailers and other authorized recipients with more accountable, effective, and far less costly digital delivery of broadcast quality media via the Internet. Named one of Canada's Top 100 Tech Companies for 2009 by Canadian Business, YANGAROO has offices in Toronto, New York, Los Angeles, and London, U.K. YANGAROO trades on the TSX Venture Exchange (TSX-V) under the symbol YOO and in the U.S. under TCBB:YOOIF.

The statements contained in this release that are not purely historical are forward-looking statements and are subject to risks and uncertainties that could cause such statements to differ materially from actual future events or results. Such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  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.

SOURCE YANGAROO Inc.

For further information:

Scott Wambolt at (905) 763-3553 or visit www.yangaroo.com/

Organization Profile

YANGAROO Inc.

More on this organization


Custom Packages

Browse our custom packages or build your own to meet your unique communications needs.

Start today.

CNW Membership

Fill out a CNW membership form or contact us at 1 (877) 269-7890

Learn about CNW services

Request more information about CNW products and services or call us at 1 (877) 269-7890