ISee3D Inc.

ISee3D Inc.

April 05, 2011 17:42 ET

ISee3D Announces Early Exercise Warrant Incentive Program

TORONTO, ONTARIO--(Marketwire - April 5, 2011) - ISee3D Inc. (the "Company" or "ISee3D") (TSX VENTURE:ICT) is pleased to announce a warrant exercise incentive program (the "Warrant Program") designed to encourage the early exercise of up to 6,393,682 of its outstanding unlisted warrants (the "Warrants"), subject to receipt of all necessary regulatory approvals, including that of the TSX Venture Exchange. The Warrants currently entitle the holder thereof to acquire one common share of the Company (a "Common Share") at a price of $0.20 until May 12 and June 29, 2011 respectively. All holders of the Warrants (a "Warrant Holder") are offered an incentive consisting of one-half of a warrant (each whole warrant an "Incentive Warrant") to encourage the early voluntary exercise of the Warrants for a period of 20 days commencing April 6, 2011 and ending 5:00PM (Toronto time) on April 26, 2011 (the "Early Exercise Period"). Only those Warrant Holders who exercise their Warrants during the Early Exercise Period will be eligible to receive the Incentive Warrants.

Each Incentive Warrant will be exercisable for one Common Share at a price of $0.25 per share for a period of 12 months following closing of the Warrant Program. The Incentive Warrants and any Common Shares issuable on the exercise thereof will be subject to a four month hold period commencing on the date of issuance of the Incentive Warrants pursuant to applicable Canadian securities laws. The Company may accelerate the expiry date of the Incentive Warrants if the Company's common stock on the TSX Venture Exchange trades at $0.35 or higher over a period of 10 consecutive trading days.

A 5% cash finder's fee may be payable to qualified persons or companies who assist the Company in encouraging Warrant Holders to exercise their Warrants.

If all Warrants are exercised on or before the expiry of the Early Exercise Period, the Company expects it will:

  • receive gross proceeds of $1,278,736.40;
  • issue 6,393,682 Common Shares; and
  • issue 3,196,841 Incentive Warrants.

Warrant Holders who elect to participate in the Warrant Program will be required to deliver to the Company the following:

(i) a duly executed warrant exercise and subscription agreement (the "Exercise Agreement");

(ii) the original certificate representing the Warrants being exercised; and

(iii) the applicable aggregate exercise price payable to the Company by way of certified cheque, bank draft or wire transfer.

The terms and conditions of the Warrant Program and the method of exercising Warrants pursuant to the Warrant Program will be set forth in the Exercise Agreement, which will be mailed to the registered address of each Warrant holder. The summary of the Warrant Program herein is subject in its entirety to the terms and conditions of the Exercise Agreement. The Incentive Warrants will only be issued to participating Warrant Holders who qualify under appropriate prospectus and registration exemptions and applicable securities laws.

To the extent that holders of the Warrants take advantage of the opportunity to exercise their Warrants early, this will strengthen ISee3D's current cash position and provide the Company with additional working capital to allow it to continue commercialization of its single lens 3D technology. Warrants that remain unexercised following the completion of the Early Exercise Period will continue to be exercisable for Common Shares on the original terms as they existed prior to the Warrant Program.

About ISee3D

ISee3D is driving the universal adoption of 3D single lens capture – from consumers and Hollywood to health care and military. The Company is introducing the first commercially feasible single lens, single camera 3D capture technology. Scalable in size from one mm in diameter to more than 250mm, the patented technology can be applied across many devices. Through its patented optical switch technologies, ISee3D continues to aggressively pursue the best in 3D innovation to ensure an immersive 3D viewing experience, rather than the traditional two lenses or 2D conversion approaches that are the current standard. The Company is headquartered in Vancouver with offices in Toronto.

Statements included in this announcement, including statements concerning our plans, intentions and expectations, which are not historical in nature are intended to be, and are hereby identified as, "forward-looking statements" for purposes of the safe harbor provided by Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by words including "anticipates", "believes", "intends", "estimates", "expects" and similar expressions. The company caut ions readers that forward-looking statements, including without limitation those relating to the company's future operations and business prospects, are subject to certain risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements.

Neither 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.

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