Yangaroo announces terms for private placement


TORONTO, March 17 /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 intends to raise up to $750,000 through a private placement of up to 750 Units at $1,000 per Unit. Each Unit consists of $1,000 principal amount of Convertible Debentures and 7,500 Warrants. The Debentures have a two year term, 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 have a two year term with each whole Warrant entitling the holder to purchase one common share at $0.10. The Company has retained Fraser Mackenzie Limited as Lead Agent and Brimberg & Co. as Agent to complete the offering on a best efforts basis. Completion of the offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the acceptance 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. Unless oversubscribed, certain members of management of the Company have agreed to participate in the offering.

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 delivers content to key music video broadcasters in Canada and has installed its patented Digital Media Distribution System (DMDS) to allow them to receive broadcast quality music videos. The Company is working with key U.S. video content owners and broadcasters to enable them to utilize DMDS. YANGAROO is at various stages of discussions and negotiations to enter into agreements with these groups. The Company believes DMDS has set the world standard for the digital delivery of television broadcast-quality music video content via the Internet and, ultimately, will be the standard for the delivery of a variety of other digital content to broadcasters. YANGAROO will continue to invest funds in building its business to achieve key market and growth targets. The Company's operations are not yet generating positive cash flow, so in future the Company may need to source additional funds in order to fulfil its business objectives.

"We are pleased to have arranged this working capital funding," said John Heaven, President and CEO of YANGAROO. "We have postponed a previously announced larger financing initiative pending anticipated completion of certain of our discussions and negotiations, at which time we anticipate both our exciting growth prospects and capital requirements will be more clearly identified."


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.

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For further information: For further information: John Heaven at (905) 763-3553 or visit www.yangaroo.com

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