Marketvision Direct, Inc.
TSX VENTURE : MKT

September 16, 2009 15:44 ET

Marketvision Announces Proposed $1.95 Million Private Placement

TORONTO, ONTARIO--(Marketwire - Sept. 16, 2009) - Marketvision Direct, Inc. (TSX VENTURE:MKT) (the "Company" or "Marketvision") announced today that it intends to complete a non-brokered private placement of up to 39,000,000 units ("Units") at a price of $0.05 per Unit for gross proceeds of up to Cdn.$1,950,000 (the "Offering"). Each Unit will consist of one common share and one common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder to acquire one common share of Marketvision for a period of 24 months, at an exercise price of $0.06 for the first 12 months and, if not exercised within the first 12 months, exercisable at an exercise price of $0.10 for the next 12 months. In the event that at any time during the first 12 months after the closing of the Offering, the closing price of the common shares of the Company on the TSX Venture Exchange is in excess of $0.10 for a period of 21 consecutive trading days, the Company will give notice to the holders of the Warrants to exercise the Warrants within 60 days from the date on which such notice is given by the Company and in the event the Warrants are not so exercised within such 60 day period, any unexercised Warrants will be exercisable at an exercise price of $0.10 and will expire at 4:00 p.m. (Toronto time) on the date which is the earlier of: (i) 12 months after the date on which such notice is given by the Company and (ii) the 24th month anniversary of the closing of the Offering.

The common shares and warrants to be issued will carry a four-month hold period under Canadian securities laws from the date of issuance. Completion of the Offering is subject to approval of the TSX Venture Exchange.

Proceeds from the Offering will be used to review potential acquisition opportunities in the natural resources area outside of Canada and for general corporate purposes.

The Company also wishes to announce that at the upcoming annual and special meeting of shareholders to be held in December, 2009, shareholders may be asked to approve a share consolidation on the basis of up to one new common share for every 10 outstanding common shares (or such lesser number of shares as the directors consider desirable or as may be required in order to meet the requirements of the TSX Venture Exchange). The exact consolidation ratio has not yet been determined. The share consolidation is subject to approval by the shareholders and the TSX Venture Exchange.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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 may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. All dollars in this release are in Canadian funds.

FORWARD-LOOKING STATEMENTS

This press release includes certain "forward-looking statements". All statements regarding the ability of the Company to successfully arrange for the Offering or to consolidate its common shares on a 1:10 basis or at some other consolidation ratio or at all, are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. All statements that are not historical facts, including without limitation statements regarding future estimates, plans, objectives, assumptions or expectations of future performance, are "forward-looking statements". We caution you that such "forward looking statements" involve known and unknown risks and uncertainties that could cause actual results and future events to differ materially from those anticipated in such statements. Such risks and uncertainties include the inability of the Company to close the Offering due to the state of the capital markets and other risk factors as discussed in the Company's filings with Canadian securities regulatory agencies. The Company expressly disclaims any obligation to update any forward-looking statements except as may be required by law.

NEITHER 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.

Contact Information

  • Marketvision Direct, Inc.
    Thomas Vukovich
    President and Chief Executive Officer
    (416) 367-0150
    (416) 367-0165 (FAX)
    or
    Marketvision Direct, Inc.
    John Clark
    Chief Financial Officer
    (416) 367-0150
    (416) 367-0165 (FAX)