VRX Worldwide Inc.

VRX Worldwide Inc.

April 09, 2010 13:02 ET

VRX and Silver Heights Agree to Rollover Debenture to 2013

VANCOUVER, BRITISH COLUMBIA--(Marketwire - April 9, 2010) -


VRX Worldwide Inc. ("VRX") (TSX VENTURE:VRW) is pleased to announce that, subject to regulatory approval, VRX and Silver Heights Capital Management Inc. ("Silver Heights") have agreed to rollover the principal amount of the previously outstanding debenture in favour of Silver Heights in the amount of $250,000 into a new debenture (the "New Debenture"). The New Debenture will have an 36-month term, be convertible into common shares of VRX at a price equal to the greater of $0.25 per share and a 25% discount to market price of the common shares which is calculated as the average of the closing price of the shares on the TSX Venture Exchange for the 10 days immediately preceding the conversion date, provided that at no time shall such price exceed $0.65 per share, subject to adjustment as provided therein. The New Debenture will bear interest at 12% per annum calculated and paid quarterly. The New Debenture will contain provisions that will allow VRX to force conversion, provided the common share price of VRX has achieved a 10 day average closing price on the TSX Venture Exchange greater than $0.65 per common share or in an event of a change of control of VRX. The New Debenture will also be fully redeemable by VRX at any time during the term. Closing of the transaction involving the roll-over of the previously outstanding debenture in favour of Silver Heights to the New Debenture is expected shortly after confirmation of conditional approval from the TSX Venture Exchange.

About VRX
VRX Studios Inc., a wholly owned subsidiary of VRX Worldwide Inc. (TSX VENTURE:VRW) (www.vrxworldwide.com), is the world leader in producing, distributing and licensing high quality, rich media content that educates, inspires, and compels online travel consumers. Many of today's leading travel brands rely on VRX's stunning hotel, cruise and destination content to attract and engage millions of consumers each month. To find out more about VRX Studios, its products and services, visit www.vrxstudios.com.

VRX Worldwide Inc.
per "David MacLaren"
David MacLaren, CEO

ADVISORY: This press release contains certain forward–looking information and statements within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking information or statements. In particular, but without limiting the forgoing, this press release contains statements concerning the anticipated closing date. Although VRX believes that the expectations reflected in these forward looking statements are reasonable, undue reliance should not be placed on them because VRX can give no assurance that they will prove to be correct. Since forward looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. The closing of the roll-over of the previously outstanding debenture in favour of Silver Heights to the New Debenture could be delayed if VRX is not able to obtain the necessary regulatory and stock exchange approvals on the timelines it has planned. The roll-over of the previously outstanding debenture in favour of Silver Heights to the New Debenture will not be completed at all if these approvals are not obtained or some other condition to the closing is not satisfied. Accordingly, there is a risk that the offering will not be completed within the anticipated time or at all. The forward looking statements contained in this press release are made as of the date hereof and VRX undertakes no obligations to update publicly or revise any forward looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

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.

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