TORONTO, ONTARIO--(Marketwired - Oct. 24, 2013) -
NOT FOR DISSEMINATION IN THE UNITED STATES OF AMERICA OR THROUGH U.S. NEWSWIRE SERVICES
GSV Capital Corp. (NASDAQ:GSVC) ("GSV"), a private company located at 2925 Woodside Road, Woodside, California, acquired direct ownership of 33,333,333 restricted voting common shares ("Restricted Voting Common Shares") of ePals Corporation ("ePals") and 11,111,111 common share purchase warrants ("Warrants") pursuant to a private placement (the "Private Placement") of units of ePals ("Units"). Each Unit consisted of one Restricted Voting Common Share and one-third of one Warrant and were offered at a price of $0.075 per Unit. Each Warrant is exercisable to acquire one Restricted Voting Common Share at a price of $0.075 per share until April 30, 2014. The Restricted Voting Common Shares are convertible into voting common shares of the Issuer ("Voting Common Shares" and together with the Restricted Voting Common Shares, the "Common Shares") on a one-for-one basis.
After giving effect to the Private Placement, GSV directly holds approximately 14.5% of the outstanding Common Shares (approximately 26.8% of the outstanding Restricted Voting Common Shares). If the Warrants were to be exercised, GSV would directly hold approximately 18.4% of the then outstanding Common Shares (approximately 32.8% of the then outstanding Restricted Voting Common Shares), calculated on a partially diluted basis and assuming no other increases in the number of issued and outstanding Common Shares.
If the Warrants were to be exercised and if all of the Restricted Voting Common Shares then held by GSV were converted into Voting Common Shares, GSV would hold 44,444,444 Voting Common Shares representing approximately 18.4% of the then issued and outstanding Common Shares (approximately 29.6% of the then outstanding Voting Common Shares), calculated on a partially diluted basis and assuming no other increases in the number of issued and outstanding Common Shares.
GSV acquired the Restricted Voting Common Shares and Warrants for investment purposes. GSV may from time to time acquire ownership of, or control over, additional securities of ePals, dispose of some or all of the existing or additional securities of ePals or may continue to own the current position.
About GSV Capital Corp.
GSV Capital Corp. (NASDAQ:GSVC) is a publicly traded investment fund that seeks to invest in high-growth, venture-backed private companies. Led by industry veteran Michael Moe, the fund's objective is to create a portfolio of high-growth, emerging private companies via a repeatable and disciplined investment process. GSV Capital provides investors with access to such companies through its publicly traded common stock. The company is headquartered in Woodside, CA.
For further information or to obtain a copy of the early warning report filed by GSV under applicable securities laws, please contact:
|Financial Profiles, Inc.
|Tricia Ross, 916-939-7285
|Kristen McNally, 206-623-2233