Pay Linx Financial Corporation announces filing of preliminary short form prospectus and revised MD&A for 2007 annual financial statements


    EDMONTON, June 5 /CNW/ - Pay Linx Financial Corporation (TSX-V: PIN)
("Pay Linx") is pleased to announce that it has filed a preliminary short form
prospectus in respect of a public offering (the "Offering") of units (the
"Units") of Pay Linx. Each Unit will consist of one common share (a "Common
Share") in the capital of Pay Linx and one-half of one Common Share purchase
warrant (a "Warrant"). Each whole Warrant will be exercisable into one Common
Share, at any time on or before 4:30 p.m. (Calgary time) on the date (the
"Expiry Date") that is 18 months after the date of closing of the Offering
(the "Closing Date"); provided that the Warrants will be subject to a call
right of Pay Linx to call upon the holders of the Warrants for the exercise of
their Warrants at any time after six months from the Closing Date if, and only
if, the closing prices of the Common Shares for each of 10 consecutive trading
days on the TSX Venture Exchange are not less than $0.55.
    The Offering will be led by Blackmont Capital Inc. (the "Agent").
Pay Linx and the Agent have agreed that the offering price of the Units will
be $0.25 per Unit (the "Offering Price") and the Warrants will be exercisable
at a price of $0.50 per Common Share. The Offering will be for a minimum of
$2,000,000 and a maximum of $3,000,000 of Units offered for sale on a
commercially reasonable efforts basis at the Offering Price.
    Pay Linx has agreed to grant to the Agent an over-allotment option,
exercisable in whole or in part in the sole discretion of the Agent at any
time or from time to time until that date which is 60 days after the Closing
Date, to purchase at the Offering Price a number of additional Units (the
"Over-allotment Units") not greater than 15% of the number of Units sold under
the Offering on the Closing Date.
    Pay Linx has agreed to pay a fee equal to 8% of the gross proceeds of the
Offering to the Agent in connection with the sale of the Units and the
Over-allotment Units. Pay Linx has also agreed to grant to the Agent that
number of warrants (the "Agent's Warrants") equal to 8% of the number of Units
sold under the Offering. Each whole Agent's Warrant will entitle the holder to
acquire one Common Share at the Offering Price at any time until the Expiry
    The Offering is anticipated to close on or about June 30, 2008 and is
subject to certain conditions, including, but not limited to, completion of
due diligence by the Agent and the receipt of all necessary approvals,
including the approval of the TSX Venture Exchange.
    The net proceeds of the Offering will be used by Pay Linx (i) to fund
Pay Linx's ongoing activities, and (ii) for general working capital purposes.
Pay Linx's key near-term priorities include:

    1.  continuing to market the Pay Linx product to provincial governments
        with the support of the Royal Bank of Canada ("RBC") using the
        QuickLinx(TM) brand;

    2.  successfully executing the pilot project recently agreed with a large
        Canadian insurance provider for a Health Care Spending Account
        (HCSA), as well as target new clients; and

    3.  targeting corporate clients engaged in high payment issuing

    Pay Linx also announces that it has filed a revised Management's
Discussion and Analysis for the year ended December 31, 2007 (the "Revised
MD&A"). The filing was made at the request of the Alberta Securities
Commission as part of its continuous disclosure review of Pay Linx's filings.
The Revised MD&A has been revised to, among other things, (i) provide a
breakdown of material components of capitalized and expensed costs and general
administrative expenses, (ii) disclose financial results for the years ended
December 31, 2005 and 2006, (iii) include in its summary of results of the
eight most recently completed quarters the fourth quarter ended December 31,
(iv) discuss the liquidity and capital resources available to Pay Linx to meet
future planned expenditures and upcoming needs of Pay Linx, (v) disclose an
analysis of significant events that occurred in the fourth quarter ended
December 31, 2007 including a trend analysis with a comparative period, and
(vi) amend its disclaimer on forward-looking information in consideration of
amendments to National Instrument 51-102 Continuous Disclosure Obligations in
connection with forward-looking information.

    About Pay Linx

    Pay Linx is engaged in developing a business of payment issuing and
processing services to corporations and governments. Pay Linx's services
deliver payment processing that is integrated with the Interac and MasterCard
payment networks in North America. RBC holds a substantial investment in
Pay Linx and Pay Linx has agreed to provide services exclusively to RBC, which
are intended to be used by Canadian governments to replace cheque and voucher
payments through QuickLinx(TM). In addition, Pay Linx, through Bank West, a
Canadian financial institution, and Palm Desert National Bank, a United States
financial institution, is developing financial payment solutions for corporate
and other clients to transact with their customers.
    Pay Linx has developed the services and infrastructure that enable its
clients to replace cash and cheque payment transactions with electronic
payments. Pay Linx's services provide instant payment distribution by which
its clients or customers of its clients issue and, from time to time, fund
prepaid Interac or MasterCard services to recipients in real time. The
recipients have a payment card and a personal identification number for use at
an Interac and MasterCard terminal, by which the funds can be instantly
    Pay Linx employs contemporary automated teller machine (ATM), point of
sale (POS) and online technologies. Pay Linx has developed a platform for
processing and managing accounts and payment cards, including cardholder and
customer account management, reconciliation and financial settlement, and
customer reporting.

    The TSX Venture Exchange has not reviewed and does not accept
    responsibility for the adequacy and accuracy of this release.

    Not for dissemination in the United States of America. This news release
shall not constitute an offer to sell or the solicitation of any offer to buy
securities of Pay Linx in any jurisdiction, including the United States. The
common shares of Pay Linx have not been and will not be registered under the
United States Securities Act of 1933, as amended (the "U.S. Securities Act")
or any state securities laws and have not been and will not be offered or sold
in the United States or to any U.S. person except in certain transactions
exempt from the registration requirements of the U.S. Securities Act and
applicable state securities laws.

    Certain statements contained herein constitute forward-looking
statements. Such statements relate to future events or Pay Linx's future
performance. Forward-looking statements often, but not always, are identified
by the use of words such as "seek", "anticipate", "believe", "plan",
"estimate", "expect", "target" and "intend" and statements that an event or
result "may", "will", "should", "could" or "might" occur or be achieved and
other similar expressions. The forward-looking statements that are contained
herein involve a number of risks and assumptions. Also there is no assurance
that the assumptions underlying the forward-looking statements will be
attained and variances could be material. As a consequence, actual results
might differ materially from results forecast or suggested in these
forward-looking statements. Except as required under applicable securities
legislation, Pay Linx does not undertake any obligation to publicly update or
revise any forward-looking statements.

For further information:

For further information: Ian McNeill, President and CEO, Pay Linx
Financial Corporation, Tel: (780) 702-4710, Email:,; Marshall Rosichuk, CMA, CFO, Pay Linx Financial Corporation,
Tel: (780) 702-4702, Email:,

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