TORONTO, CANADA--(Marketwire - Dec. 14, 2012) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Intertainment Media Inc. ("Intertainment" or the "Company") (TSX VENTURE:INT)(OTCQX:ITMTF)(FRANKFURT:I4T) is pleased to announce that it intends to raise up to $2,500,000 from a non-brokered private placement of units (the "Units"). Each Unit will consist of $1,000 principal amount of secured convertible debentures and 8,333 common share purchase warrants (the "Warrants"). Each Warrant will be exercisable into one common share for a two year period from the date of issuance at $0.125 per common share. The Debentures will bear interest at a rate of 12% per annum, will be payable bi-monthly and will run for a term of two years. The Debentures will be secured against the assets of the Company. The Debentures will rank parri passu with certain other debentures issuable by the Company. The Debentures will be convertible, in whole or in part, at the option of the holder, for common shares at a price of $0.12 per common share for a period of two years from the date of issuance of the Debentures, and may be redeemed by the Company at any time. The Company may engage finders for the offering and any such finders will be entitled to a cash commission in the amount of 8% of the gross proceeds raised by each finder, and finder warrants (the "Finder's Warrants") equal to 8% of the aggregate number of Warrants issued to subscribers sourced by each finder. Each Finder's Warrant will be exercisable into a common share for a two year period from the date of issuance at $0.12 per common share.
The Debentures and the underlying common shares issuable upon exercise of the Warrants and the Finder's Warrants will be subject to a four month hold period under applicable securities laws.
The Company anticipates using the proceeds from the Offering for general working capital and US expansion initiatives for Intertainment and its subsidiaries. The completion of the offering is subject to TSX Venture Exchange acceptance and other regulatory approval.
About Intertainment - www.intertainmentmedia.com
Intertainment is one of Canada's leading technology incubators and is focused on developing, nurturing and investing in both North American and global technologies and companies that provide technology solutions for brands and consumers alike. Intertainment also owns and operates a number of key properties including Ad Taffy, itiBiti (KNCTR), Ortsbo, Deal Frenzy, The Sweet Card and Magnum, with investments in leading edge technologies and social media platforms including theaudience.com. For more information on Intertainment and its properties, please visit www.intertainmentmedia.com.
Intertainment is headquartered in the Toronto, Canada region, with offices in New York, Los Angeles and San Mateo, CA and is listed on the TSX Venture Exchange under the symbol "INT" (TSX VENTURE:INT) and in the US on the OTCQX Market under the symbol "ITMTF". Intertainment is also traded in Europe on the unofficial market of the Frankfurt Exchange through the XETRA trading platform under the symbol "I4T".
Forward Looking Information
This news release contains certain "forward-looking information" within the meaning of such statements under applicable securities law including statements relating to the expected use of proceeds of offering.
Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Forward-looking information is based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. Actual timelines associated may vary from those anticipated in this news release and such variations may be material. Actual results could differ materially because of factors discussed in the management discussion and analysis section of our interim and most recent annual financial statements or other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulations. The Company undertakes no obligation to update forward-looking statements if circumstances or management's estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on this forward-looking information.
This news release is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States or to or for the account or benefit of U.S. persons (as such terms are defined in Regulation S under the United States Securities Act of 1933, as amended (the "U.S. Securities Act")), absent registration or an exemption from registration. The securities offered have not been and will not be registered under the U.S. Securities Act or any state securities laws and, therefore, may not be offered for sale in the United States, except in transactions exempt from registration under the U.S. Securities Act and applicable state securities laws.
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.