Alphinat Inc.
TSX VENTURE : NPA

Alphinat Inc.

February 10, 2016 15:41 ET

Alphinat Announces Private Placement

MONTREAL, QUEBEC--(Marketwired - Feb. 10, 2016) -

THIS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Alphinat Inc. ("Alphinat") (TSX VENTURE:NPA), a leader in innovative Software for the Smart Enterprise™, issued a the first press release on August 6, 2013 announcing that it was proceeding to non-brokered private placement, maximum of $3,000,000, consisting of Class A Units, each comprising a Class A Debenture accompanied by one Bonus Common Share per dollar of Class A Debenture subscribed and Class B Units, each comprising a Class B Debenture accompanied by one Bonus Common Share per dollar of Class B Debenture subscribed. It issued several releases thereafter relating to the closings of various tranches of the placement. For regulatory purposes, Alphinat is issuing this press release in order to summarize the aggregate debentures and shares issued.

The Class A Debentures bear interest at 10% annually with interest payable quarterly and mature on September 30, 2017. They are redeemable by the Corporation on or after September 30, 2015. They were being offered at their face value. The Class A and Class B Debenture holders have the right to convert the debentures at the principal amount plus any unpaid accrued interest into the next equity issue of the Corporation. In the event that the issue was offered at a discount to market the Class B Debenture holders shall not be entitled to any discount. Conversion of debentures will be conditional to prior TSX Venture Exchange's approval and the conversion price will be based market price at the time of conversion.

The Class B Units, including a Class B Debenture substantially identical to the Class A Debenture, were being offered exclusively to Alphinat secured lenders (the "Secured Lenders") who advanced $500,000 (the "Secured Indebtedness") to the Corporation in October 2011. The Units were offered in the context of a Debt Settlement whereby in consideration of the cancellation of the Secured Indebtedness which bore interest at a substantially higher rate than the Class B Debenture, and the removal of the security for the Secured Indebtedness, the Corporation would issue Class B Debentures having a value of 120% of the Secured Indebtedness being settled. In addition, the Secured Lenders were be entitled to receive one Bonus Common Share per dollar of Class B Debenture subscribed, of which 79,760 Bonus Common Shares were issued at a first closing on August 6, 2013 and the remaining 198,989 Bonus Common Shares were issued following approval by the shareholders at the next Special Shareholders Meeting in early 2014.

In summary, total subscriptions for the Class A Debentures totalled $655 858, of which $253,358 by insiders. 655, 858 Bonus Common Shares were issued in connection with the Class A Debentures.

Total Subscriptions for the Class B Debentures totaled $424,500 of which $334,500 to insiders. 353, 749 bonus shares were issued in connection with the Class B Debentures, of which 278,749 Bonus Shares were issued to insiders.

The last tranche of the placement closed on December 15, 2014.

No finder's fees were paid for any of the placement.

The net proceeds from the private placement was used to refund the non-converted portion of the Secured Indebtedness which came to maturity on September 30, 2013 and to fund working capital.

About Alphinat

Software for the Smart Enterprise™ providing agility to leverage existing IT assets and lower costs.

Alphinat develops, markets and supports software technology that enables non-technical managers to configure and deploy form based Web and mobile applications and utilities that helps organizations and governments better serve clients whether they are looking to deploy on premise or in the Cloud. This technology uses sophisticated data organization and processing software to automate interactions between systems, employees, clients, suppliers and partners. The software seamlessly integrates into complex environments permitting a high level of collaboration in delivering user-centric services while leveraging existing IT assets. It provides efficient and cost-effective solutions to clients at both the time of acquisition and on an ongoing basis.

Alphinat technology could also be used in the healthcare, banking, insurance, telecommunications and other sectors, in modernising, automating and rendering cost-effective a number of business processes at a fraction of the cost associated with conventional customized solutions. For more details about Alphinat or its software suite, please visit www.alphinat.com.

Forward-looking statements

Certain statements in this document, including those which express management's expectations or estimations with regard to the Company's future performance, constitute "forward-looking statements" as understood by applicable securities laws. Forward-looking statements are, of necessity, based on a certain number of estimates and hypotheses; while management considers these to be accurate at the time they are expressed, they are inherently subject to significant uncertainties and risks on the commercial, economic and competitive levels. We advise readers that any forward-looking statements are subject to risks, uncertainties, and other known and unknown factors that may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied in these forward-looking statements. A number of factors could cause significant differences between actual results and those described in forward-looking statements. Investors are advised to not rely unduly on the forward-looking statements. This advisory applies to all forward-looking statements, whether expressed orally or in writing, attributed to Alphinat or to any individual expressing them in the name of the Company. Unless required by law, the Company is under no obligation to publicly update these forward-looking statements, whether to reflect new information, future events, or other circumstances. Risks and uncertainties that bear on the Company are described in greater detail in the Company's Annual Report.

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

  • Mr. Philippe Lecoq
    Chief Executive Officer
    Alphinat Inc.
    (514) 398-9799 ext 222