BSM Technologies Inc.

TSX VENTURE : GPS


BSM Technologies Inc.

January 16, 2014 16:36 ET

BSM Technologies Inc. Enters Into A Bought Deal Agreement for Gross Proceeds of C$22,000,002

TORONTO, ONTARIO--(Marketwired - Jan. 16, 2014) -

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

BSM Technologies Inc. ("BSM" or the "Company") (TSX VENTURE:GPS) has today entered into an agreement with a syndicate of underwriters co-led by Clarus Securities Inc. and Paradigm Capital Inc. and including Canaccord Genuity Corp., Cormark Securities Inc. and TD Securities Inc. (the "Underwriters") under which the Underwriters have agreed to buy 7,333,334 common shares (the "Common Shares") from BSM on a bought-deal basis and sell them to the public at a price of C$3.00 per Common Share. The Company has also granted to the Underwriters an over-allotment option to purchase an additional 1,100,000 Common Shares at the same price, exercisable by the Underwriters.

The gross proceeds raised from the offering will be C$22,000,002 (C$25,300,002 if the over-allotment option is exercised). The offering is subject to customary conditions and all regulatory approvals, including the approval of the TSX Venture Exchange. The Common Shares will be offered in the provinces of Alberta, British Columbia, Manitoba and Ontario by short form prospectus, and in such other jurisdictions, including the United States and in those jurisdictions outside of Canada which are agreed to by the Company and the Underwriters, where the Common Shares can be issued on a private placement basis, exempt from any prospectus, registration or other similar requirements. The offering is expected to close on or about February 6, 2014.

BSM intends to use the net proceeds of the offering for general working capital purposes, including but not limited to business expansion, research and development, sales and marketing, product expansion and working capital.

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.

The securities being offered have not, nor will they be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This release does not constitute an offer for sale of securities in the United States.

About BSM Technologies Inc.

BSM Technologies Inc., through its subsidiary BSM Wireless Inc., is a leading provider of remote monitoring, fleet tracking, fleet maintenance, and business intelligent engine providing real time, web-based tracking of mobile and fixed assets. BSM Technologies Inc. provides solutions for commercial, government, and law enforcement organizations who manage and operate diverse assets and large fleets, and who seek to enhance customer service, improve the safety of their drivers and vehicles, and lower business costs.

For more information, please visit http://www.bsmwireless.com.

Cautionary Note Regarding Forward-Looking Statements

This news release contains forward looking information. Such forward-looking information is often, but not always, identified by the use of words such as "seek", "anticipate", "believe". "plan", "estimate", "expect" and "intend" and statements that an event or result "may", "will", "should", "could", or "might" occur or to be achieved and any other similar expressions. In particular, this news release includes, but is not limited to, statements about the timing of the closing of the offering, the jurisdictions in which the Common Shares will be offered and the intended use of proceeds of the offering, including assumptions with respect to the satisfaction and timing of receipt of required regulatory approvals and other conditions to closing the offering. These forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding the direction of our business. Management believes that these assumptions are reasonable. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those contained in the forward-looking information. Some of these risks, uncertainties and other factors are describes under the heading "Risk Factors" in the Company's annual information form available on www.sedar.com. Forward-looking information is based on estimates and opinions of management at the date the statements are made. Except as required by law, BSM does not undertake any obligation to update forward-looking information even if circumstances or management's estimates or opinions should change. Readers should not place under reliance on forward-looking information

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