Zaio Corporation

Zaio Corporation

June 19, 2012 16:04 ET

Consolidated Zaio Shares to Commence Trading on TSX Venture Exchange

Trading expected to commence on June 25th after four-to-one share consolidation

CALGARY, ALBERTA--(Marketwire - June 19, 2012) - Zaio Corporation (CNSX:ZAO)(TSX:ZAO) (the "Company"), today announced that it has received notification from the TSX Venture Exchange ("TSXV" or "the Exchange") that the Company's shares will be open for trading under the symbol "ZAO" on the TSXV commencing Monday, June 25, 2012.

The Company also announced that it will consolidate its outstanding Common Shares on the basis of one post-consolidation Common Share for every four (4) pre-consolidation Common Shares ("the Consolidation"). The Effective Date for the Consolidation will be Friday, June 22, 2012. The Consolidation was approved by shareholders at the Annual and Special Meeting of Shareholders dated December 1, 2011.

"I am very pleased that we have been able to implement this important change in our capital structure and to bring Zaio's shares to the TSX Venture Exchange for trading," said David King, Zaio's President and CEO. "Zaio's product offering has matured significantly over the last year to become a very competitive alternative to the less accurate and more expensive property valuation methods used by mortgage lenders in the United States. The changes we've made today to our share structure and trading platform reflect a similar maturity in Zaio's capital plan."

Subsequent to the Consolidation, Zaio Corporation will have approximately 32,536,033 Common Shares issued and outstanding.

Notice of Consolidation and Letter of Transmittal

Olympia Trust Company, the Company's transfer agent will act as exchange agent for purposes of implementing the exchange of share certificates. Registered holders of pre-consolidation Common Shares will be sent a letter of transmittal and will be asked to surrender to the exchange agent certificates representing pre-consolidation Common Shares in exchange for certificates representing new post-consolidation Common Shares. A new CUSIP number has been assigned and replacement share certificates will be issued, as applicable. No new certificates will be issued to a Shareholder until such Shareholder has surrendered such Shareholder's outstanding certificate(s), together with the properly completed and executed letter of transmittal, to the exchange agent or depositary. The method of delivery of Common Share certificates, the signed letter of transmittal and all other required documents is at the option and risk of the person surrendering them. Any pre-consolidation Common Shares submitted for transfer, whether pursuant to a sale, other disposition or otherwise, will automatically be exchanged for new post-consolidation Common Shares. SHAREHOLDERS SHOULD NOT DESTROY ANY SHARE CERTIFICATE(S) AND SHOULD NOT SUBMIT ANY CERTIFICATE(S) UNTIL REQUESTED TO DO SO.

Effect on NonRegistered Beneficial Shareholders

Only registered Shareholders will be required to complete, sign and submit the appropriate Letter of Transmittal as described above. Shareholders who own Common Shares beneficially (a) through an intermediary (including, among others, banks, trust companies, securities dealers or brokers and trustees or administrators of self-administered registered retirement savings plans, registered retirement income funds, registered education savings plans and similar plans), or (b) in the name of a clearing agency (such as CDS), will not be required to submit a Letter of Transmittal. The intermediary or the clearing agency, as the case may be, will take the appropriate steps to ensure that the holders' accounts are adjusted to reflect the Consolidation. The Letter of Transmittal shall be sent to Shareholders as soon as practicable after the Effective Date.

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About Zaio Corporation

Zaio provides customers in the property valuation, underwriting and lending industries with real-time access to certified appraisal reports from the Company's patented database of proactively maintained residential property valuations prepared by licensed appraisers across the United States. The Company's products are available in the United States through its Licensee, Zone Data Systems LLC.

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 of the Company will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold within the United States or to, or for the account or benefit of U.S. persons except in certain transactions exempt from the registration requirements of the U.S. Securities Act.

This press release contains forward looking statements including statements as to the proposed trading on the TSXV and the proposed share consolidation and the timing thereof. The Company believes that the expectations reflected in this news release are reasonable but actual results may be affected by a variety of variables and may be materially different from the results or events predicted in the forward-looking statements. Readers are therefore cautioned not to place undue reliance on these forward-looking statements.

In evaluating forward-looking statements readers should consider the risk factors which could cause actual results or events to differ materially from those indicated by such forward-looking statements including that the timing of the trading on the TSXV and the consolidation is uncertain. These forward-looking statements are made as of the date hereof and unless otherwise required by applicable securities laws, the Company does not intend nor does it undertake any obligation to update or revise any forward-looking statements.

Neither TSXV, CNSX nor their Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • Zaio Corporation
    David King
    President & CEO
    (403) 984-ZAIO

    Genoa Management Ltd.
    John Sadler
    (416) 594-9292