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TORONTO, March 23 /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 has completed the private placement of 663 Units at $1,000 per Unit for gross proceeds of $663,000. Each Unit consists of $1,000 principal amount of Convertible Debentures and 7,500 Warrants. The Debentures mature on March 31, 2012, have interest payable semi-annually at 12% 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. The Warrants are exercisable until March 22, 2012, with each whole Warrant entitling the holder to purchase one common share at $0.10. Fraser Mackenzie Limited acted as Lead Agent and Brimberg & Co. as Agent for the offering. The Agents were paid a fee of $50,800, together with being granted non-transferable options to acquire 508,000 common shares of the Company at $0.10 per share until March 22, 2012. 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 expansion of marketing and sales and other general working capital purposes.
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.
"We are pleased to have completed this financing," said John Heaven, President and CEO of YANGAROO. "The proceeds will be employed to continue our growth and development."
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: For further information: John Heaven at (905) 763-3553 or visit www.yangaroo.com