Intertainment Media Inc.

Intertainment Media Inc.

June 20, 2013 09:00 ET

Intertainment Announces Convertible Debenture Unit Offering

TORONTO, CANADA--(Marketwired - June 20, 2013) -


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 $3,500,000 from a non-brokered private placement of units (the "Units") with Crede CG II, Ltd. ("Crede"), an international fund based in Bermuda, with offices in New York and Los Angeles (the "Offering"). Each Unit issued pursuant to the Offering will consist of: (i) an unsecured convertible debenture (the "Debenture") in the principal amount of up to $1,000,000; (ii) up to 10,000,000 common share purchase warrants (the "Warrants"); and (iii) a right (the "Right") to acquire additional units ("Right Units") for an amount equal to $3,500,000 less the principal amount of the Debenture.

The Debenture will bear interest at a rate of 12% per annum, will be payable on a quarterly basis and will run for a term of three years. The Debenture will be convertible, in whole or in part, at the option of the holder, for common shares of Intertainment ("Common Shares") at a price of $0.10 per Common Share for a period of three years from the date of issuance of the Debenture, and may be redeemed by the Company at any time. Each Warrant will be exercisable into one Common Share for a three year period from the date of issuance at $0.12 per Common Share. The Right will entitle the holder thereof to purchase at any time and from time to time, prior to a date that is four months from the date of the issuance of the Right, Right Units, with each Right Unit being comprised of: (i) an unsecured convertible debenture (the "Right Debenture"); and (ii) common share purchase warrants (the "Right Warrants"). The conversion price of the Right Debentures and the number of Right Warrants contained in each Right Unit and the exercise price of the Right Warrants will be determined at the time of exercise of the Right based on the current market price of the Common Shares.

The Company may pay a cash finder's fee in the amount of up to 8% of the gross proceeds of the Offering and issue finder warrants (the "Finder's Warrants") of up to 8% of the aggregate number of Warrants issued pursuant to the Offering. Each Finder's Warrant will be exercisable into one Common Share for a three year period from the date of issuance at $0.12 per Common Share.

The securities issued in connection with the Offering 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 -

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 Ortsbo, Deal Frenzy, The Sweet Card and Magnum, with investments in leading edge technologies and social media platforms including, and For more information on Intertainment and its properties, please visit

Intertainment is headquartered in the Toronto, Canada region, with offices in New York & Los Angeles, 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 Open Market (Regulated 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 the 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 regulators. 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.

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.

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.

Contact Information