VANCOUVER, Oct. 19 /CNW/ - IP Applications Corporation (TSX-V: IPX) is
pleased to announce it intends to complete a non-brokered private placement
(the "Private Placement") of up to 8,571,429 common shares at a price of
$0.14 per share to raise gross proceeds of up to $1,200,000. Pender Financial
Group Corporation and Pender Growth Fund (VCC) Inc. will participate in the
Private Placement. The securities will be subject to a four-month hold period.
The Company intends to use the net proceeds to pay down its banking facility
and to fund operating growth and future product opportunities. The closing of
the Private Placement is subject to the approval of the TSX Venture Exchange
In connection with the Private Placement, Pender Financial Group
Corporation and Pender Growth Fund (VCC) Inc. (together, the "Pender Group")
have agreed to settle all of their existing debt, which, including accrued
interest, totals $1,086,736, in exchange for 7,762,400 common shares of the
Company, at the deemed value of $0.14 per share. This debt is currently
secured by debentures granted by the Company due in March 2008. The Pender
Group has agreed, as part of the debt settlement, to surrender all of the
1,350,000 common share purchase warrants it currently holds. The settlement of
the debt with the Pender Group is also subject to Exchange approval.
John Jacobson, President and CEO said, "The Company has achieved
break-even EBITDA performance for the first half of 2007, and we're winning
new contracts and pursuing even more new business. The proposed debt
settlement and new investment will relieve IP Application's debt burden,
simplify our balance sheet and provide the capital to pursue growth."
This transaction will constitute a "related party transaction" as such
term is defined under the policies of the Exchange, but will be exempt from
the valuation and minority approval requirements of that rule on the basis
that the securities of the Company are listed only on the Exchange, the fair
market value of the transaction is less than $2,500,000, and the Company has
an independent, non-employee director who has approved the transaction.
About IP Applications
The Company delivers business process automation and customer care for
companies in the rapidly expanding Software-as-a-Service ("SaaS") market. IP
Applications' customers use the Company's data center and staff to run
particular segments of their business operations. While customers are left to
focus on their product marketing and technology, IP Applications solves the
end user satisfaction and subscriber management issues for them.
This press release may contain forward-looking statements. Actual events
or results may differ materially from those described in the forward-looking
statements due to a number of risks and uncertainties. Forward-looking
statements are based on management's estimates, beliefs, and opinions. The
company assumes no obligation to update forward-looking statements.
The TSX Venture Exchange does not accept responsibility for the adequacy
or accuracy of this release.
For further information:
For further information: Richard Topham, CFO, D (604) 630-5657, E