Lingo Media Corporation
TSX VENTURE : LM
OTC Bulletin Board : LMDCF

Lingo Media Corporation

March 04, 2011 17:40 ET

Lingo Media Announces Closing of $2.195 Million Financing

TORONTO, ONTARIO--(Marketwire - March 4, 2011) - Lingo Media Corporation (TSX VENTURE:LM)(OTCBB:LMDCF) ("Lingo Media" or the "Company") a leader in online and print-based English Language Learning products is pleased to announce it has closed a non-brokered private placement financing of 2,500,000 units (each a "Unit") at $0.60 per Unit and an over-allotment of 1,158,668 Units for gross proceeds of $2,195,200 (the "Financing").

Each Unit is comprised of one common share (each a "Common Share") in the capital of the Company and one non-transferable common share purchase warrant (each a "Warrant"). Each Warrant entitles the holder to purchase one Common Share at an exercise price of $0.75 per share until September 4, 2012. The Warrants are callable, at the option of Lingo Media, after July 5, 2011 in the event its Common Shares trade at or over $1.20 per share for 10 consecutive trading days. The number of Common Shares issuable pursuant to the Financing, if all Warrants are exercised, is 7,317,336 Common Shares for gross proceeds of $4,939,201.

In connection with the Financing, the Company agreed to pay a 7% finder's fee payable in cash (the "Cash Finder's Fee") or Units (the "Finder's Units") to eligible persons (the "Finders"), along with finder's warrants ("Finder's Warrants") equal to 6% of the Units placed by the Finder in the Financing. Each Finder Unit entitles the holder to one Common Share and one Warrant. Each Finder's Warrant entitles the holder to acquire one Common Share of Lingo at $0.60 until September 4, 2012. On closing, the Company issued 23,333 Finder's Units, 151,620 Finder's Warrants and paid a $92,135 Cash Finder's Fee to the Finders.

The securities issued pursuant to the Financing will all be subject to a 4 month regulatory hold period commencing from the date of closing. The Financing is subject to TSX Venture Exchange acceptance of requisite regulatory filings. Immediately following the closing of this financing, Lingo has 17,607,857 common shares issued and outstanding. 

The net proceeds of the Financing will be used for sales & marketing, product development, corporate development and for general working capital purposes.

About Lingo Media (TSX VENTURE:LM)(OTCBB:LMDCF)

Lingo Media Corporation (www.lingomedia.com) is a diversified online and print-based education products and services company focused on English language learning ("ELL") on an international scale through its four distinct business units: ELL Technologies; Parlo; Speak2Me; and Lingo Learning. ELL Technologies is a globally-established ELL multi-media and online training company marketed under the Q Group brand (www.qgroupplc.com). Parlo is a fee-based online ELL training and assessment service (www.parlo.com). Speak2Me is a free-to-consumer advertising-based online ELL service in China (www.speak2me.com/advertising). Lingo Learning is a print-based publisher of ELL programs in China. Lingo Media has formed successful relationships with key government and industry organizations, establishing a strong presence in China's education market of more than 300 million students. The Company continues to expand its ELL offerings in China and is extending its reach globally.

Portions of this press release may include "forward-looking statements" within the meaning of securities laws. Forward-looking statements contained in this press release are made pursuant to the safe harbour provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and involve certain risks and uncertainties. Actual results may vary materially from management's expectations and projections and thus readers should not place undue reliance on forward-looking statements. Certain factors that can affect the Company's ability to achieve projected results are described in the Company's filings with the Canadian and United States securities regulators available on www.sedar.com or www.sec.gov/edgar.shtml.

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.

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