Currency Exchange International, Corp.
TSX : CXI

Currency Exchange International, Corp.

February 20, 2015 08:15 ET

Currency Exchange International Announces Cdn$14.4 Million Bought Deal Private Placement Financing

TORONTO, ONTARIO--(Marketwired - Feb. 20, 2015) -

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

Currency Exchange International, Corp. ("Currency Exchange" or the "Company") (TSX:CXI) announced today that it has entered into an agreement with a syndicate of underwriters led by Laurentian Bank Securities Inc. (collectively, the "Underwriters"), pursuant to which the Underwriters have agreed to purchase, on a "bought deal" private placement basis 540,000 common shares (the "Common Shares") of the Company, at a price of Cdn$26.75 per Common Share for aggregate gross proceeds to Currency Exchange of Cdn$14,445,000 (the "Offering").

The Common Shares will be subject to a hold period in Canada of four months calculated from the closing date. The Common Shares are required, for the purposes of US securities laws, to be traded on a ".s" restricted basis for 12 months after the closing date, in order to safeguard against the Common Shares being resold into the US. The Company has agreed with the Underwriters that it will obtain all necessary regulatory approvals to have the Common Shares listed and posted for trading on the Toronto Stock Exchange (the "TSX") under a ".s" restricted CUSIP and ticker symbol for the period commencing on or about the expiry of the four month Canadian hold period until 12 months after the closing date, at which time the Common Shares will be merged with the already listed and trading common shares of the Company on the TSX.

The Company intends to use the net proceeds from the offering for funding of its growing US operations, working capital and general corporate purposes. The Offering is expected to close on or about March 12, 2015 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the TSX and the applicable securities regulatory authorities.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

About Currency Exchange International

The Company is in the business of providing a range of foreign currency exchange and related products and services in North America, including the Hawaiian Islands. Primary products and services include the exchange of foreign currencies, wire transfer payments, purchase and sale of foreign bank drafts and international traveler cheques, and foreign cheque clearing. Related services include the licensing of proprietary FX software applications delivered on its web-based interface, www.ceifx.com ("CEIFX"), and licensing retail foreign currency operations to select companies in agreed locations.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This press release includes forward-looking information within the meaning of applicable securities laws. This forward-looking information includes, or may be based upon, estimates, forecasts and statements as to management's expectations with respect to, among other things, demand and market outlook for wholesale and retail foreign currency exchange products and services, proposed entry into the Canadian financial services industry, future growth, the timing and scale of future business plans, results of operations, performance, and business prospects and opportunities. Forward-looking statements are identified by the use of terms and phrases such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", "predict", "preliminary", "project", "will", "would", and similar terms and phrases, including references to assumptions.

Forward-looking information is based on the opinions and estimates of management at the date such information is provided, and on information available to management at such time. Forward-looking information involves significant risks, uncertainties and assumptions that could cause the Company's actual results, performance or achievements to differ materially from the results discussed or implied in such forward-looking information. Actual results may differ materially from results indicated in forward looking information due to a number of factors including, without limitation, the competitive nature of the foreign exchange industry, currency exchange risks, the need for the Company to manage its planned growth, the effects of product development and the need for continued technological change, protection of the Company's proprietary rights, the effect of government regulation and compliance on the Company and the industry in which it operates, network security risks, the ability of the Company to maintain properly working systems, theft and risk of physical harm to personnel, reliance on key management personnel, global economic deterioration negatively impacting tourism, volatile securities markets impacting security pricing in a manner unrelated to operating performance and impeding access to capital or increasing the cost of capital, and the regulatory approval process for a new Canadian Schedule I bank, as well as the factors identified throughout this press release and in the section entitled "Risks and Uncertainties" of the Company's Management's Discussion and Analysis for Year Ended October 31, 2014. The forward-looking information contained in this press release represents management's expectations as of the date hereof (or as of the date such information is otherwise stated to be presented), and is subject to change after such date. The Company disclaims any intention or obligation to update or revise any forward-looking information whether as a result of new information, future events or otherwise, except as required under applicable securities laws.

The Toronto Stock Exchange does not accept responsibility for the adequacy or accuracy of this press release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained in this press release.

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