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TORONTO, June 14 /CNW/ - ZipLocal Inc. (TSX Venture: ZIP, the
"Corporation") announced today that it has engaged GMP Securities L.P. ("GMP")
to act as lead agent in connection with a best efforts private placement
offering of special warrants of the Corporation for gross proceeds of up to
approximately $10,000,000. The offering price for each special warrant will be
determined in the context of the market by negotiation between the Corporation
and the syndicate to be led by GMP but subject to the rules of the TSX Venture
Exchange. ZipLocal has agreed to grant to GMP an over-allotment option to sell
up to an additional $1,500,000 of special warrants at the offering price to
cover over-allotments, if any, and for market stabilization purposes. Each
special warrant will be exercisable to acquire one common share of the
Corporation at no additional cost.
The selling group includes Orion Securities Inc., Canaccord Securities
Inc. and Cormark Securities Inc.
Members of the J.L. Albright Ventures group of funds have agreed to
purchase 15% of the offered special warrants (to a maximum total purchase
price of $1,500,000) provided at least $5,000,000 is raised under the
The Corporation will use its best efforts to: (i) file a preliminary
short form prospectus as soon as possible following the closing date in those
Canadian provinces where purchasers of special warrants reside in order to
qualify the issuance of the underlying common shares upon the exercise of the
special warrants; and (ii) obtain a receipt for the final short form
prospectus as soon as possible thereafter.
The sale of special warrants is subject to a number of terms and
conditions, including the receipt of TSX Venture Exchange approval as well as
the negotiation and entering into of certain documentation, including an
agency agreement between the agents and the Corporation.
All special warrants issued pursuant to the offering and, subject to the
Corporation obtaining a receipt for the final prospectus qualifying the
issuance of the common shares issuable upon the exercise of the special
warrants, any common shares issuable upon the exercise of the special warrants
will be subject to the four month hold period prescribed under applicable
securities laws and the policies of the TSX Venture Exchange.
The securities offered have not been registered under the U.S. Securities
Act of 1933, as amended, and may not be offered or sold in the United States
absent registration or an exemption from the 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 State in
which such offer, solicitation or sale would be unlawful.
About ZipLocal Inc.
ZipLocal Inc. (www.ziplocal.com; TSX Venture: ZIP) is a local business
directory that connects buyers and sellers through an intuitive and
user-defined interface. It collects and maintains a database of more than 1
million Canadian businesses and attracts an average of more than 1 million
visitors per month.
Forward looking statement
This press release contains statements that are forward-looking in
nature. Statements preceded by the words believe, expect, anticipate, plan,
intend, continue, estimate, may, will, and similar expressions are
forward-looking statements. Forward-looking statements are based on the
Corporation's beliefs and assumptions based on information available at the
time the assumption was made. Forward-looking statements relate to, among
other things, anticipated financial performance, business prospects,
strategies, regulatory developments, new services, market forces, commitments
and technological developments, relating to the Corporation. By its nature,
such forward-looking information is subject to various risks and uncertainties
which could cause the Corporation's actual results and experience to differ
materially from the anticipated results or other expectations expressed.
Readers are cautioned not to place undue reliance on this forward-looking
information, which is given as of the date it is expressed in this document,
and the Corporation undertakes no obligation to update publicly or revise any
forwardlooking information, whether as a result of new information, future
events or otherwise.
The TSX Venture Exchange has neither approved nor disapproved the
contents of this press release.
For further information:
For further information: Michelle Fanning, ZipLocal Inc., Email:
firstname.lastname@example.org, Phone: (416) 987-2353