OneSoft Solutions Inc.

OneSoft Solutions Inc.

July 30, 2015 15:54 ET

OneSoft Solutions Inc. Reports Financial Results for the Three Months Ended May 31, 2015

EDMONTON, ALBERTA--(Marketwired - July 30, 2015) - OneSoft Solutions Inc. (the "Company" or "OSS") (TSX VENTURE:OSS), a North American developer of cloud-based business solutions, announces its financial results for the three months ended May 31, 2015.

Financial results are summarized as follows:

(In $,000)'s, per share in $ Three months ended May 31,
2015 2014 Increase /
Continuing Operations $ $ %
Revenue 67 24 179.2
Net loss (528 ) (687 ) (23.1 )
Discontinued operations:
Net (loss) income (92 ) 477 (119.3 )
Consolidated net loss (620 ) (210 ) 195.2
Weighted average common shares outstanding - basic and fully diluted (OOO)'s 29,075 13,962
Per share:
Continuing operations - loss (0.02 ) (0.05 ) (63.1 )
Discontinued operations - (loss) income - 0.03 (100.0 )
Consolidated net loss (0.02 ) (0.02 ) -


Management continued to pursue its strategies to increase revenues through organic growth, collaborative joint marketing arrangements, and investigation of potential M&A scenarios. In Q1, the Company entered into an arrangement with TechSoup Global to list our OneNFP Financials Lite product in their online catalogue and thereby make it available to TechSoup's worldwide network of close to 600,000 NPO and charitable organizations, of which more than 70,000 are considered to be ideally suited to adopt and implement OneNFP products. While this project is still in early stages, the Company has gained new customers and visits to our website have increased significantly since the project commenced. To improve our visitor to subscribing customer ratio, we are more intensively analyzing website visitor behavior and this has resulted in improvements being made to our website and revisions being made to our marketing strategies. During the quarter, the Company also launched initiatives with other third parties with large and established NPO and charitable organization customer bases, who specialize in providing Microsoft Office 365 and CRM On-line solutions to such customers. We are optimistic that these efforts may generate new subscriptions for our products.

On March 27, 2015, the Company successfully closed a fully subscribed Private Placement consisting of the offering of 20,000,000 units ("Units") at a price of $0.05 per Unit for gross proceeds of $1,000,000. Each Unit was comprised of one common share ("Common Share") and one common share purchase warrant (a "Warrant"). Each Warrant entitles the holder to purchase one additional Common Share at a price of $0.10 per Common Share for a period of thirty-six (36) months following the date of closing. The Company retains the right to accelerate the expiry date of unexercised Warrants if the closing price of the Company's common shares exceeds $0.49 for twenty consecutive trading days. The proceeds from the Private Placement are being used to fund sales and marketing activities, invest in new product development and for general working capital.

During the quarter, the Company entered into negotiations to acquire the business and assets of Bridge Solutions Inc., a software company providing specialized solutions for oil and gas pipeline operators. Management believes that this acquisition will be synergistic and beneficial for all stakeholders, as conversion by OSS of that company's solutions to utilize the Microsoft Cloud technology and business model is expected to be highly opportunistic. The acquisition of the assets of Bridge Solutions Inc. finalized on July 17, 2015. Please review the Company's press releases issued on July 13, 2015 or view the section on page 8 of the Q1 MD&A for more details regarding the acquisition, business and opportunity.


Management believes that its embracement of the Microsoft Cloud strategy has positioned the Company for unprecedented growth if its execution proves to be successful. We believe OneSoft is well positioned as a key partner with Microsoft to leverage the investment of approximately $4 million we have made in Microsoft Cloud to date. This includes pursuing various opportunities to convert current software applications to the Microsoft Cloud platform and business model, which Microsoft believes will eventually supplant the legacy on-premise license model used by most customers today.

Our initial products and efforts have been focused on the NPO and charities markets. We have also identified other potentially lucrative markets, including those associated with oil and gas pipeline operators and other large infrastructure organizations that could benefit from Microsoft Cloud applications. Our growth strategy includes seeking joint venture arrangements with third party organizations who have legacy applications and established customer bases, and for whom the Microsoft Cloud business model is ideally suited. To this end, we will continue to pursue a number of corporate development initiatives, including joint venture and potential M&A projects to take us forward.

OneSoft's Board of Directors and Management are focused on revenue growth and cash generation with the over-riding objective being to generate maximum value for shareholders. With the Private Placement completed, Management believes the Company has sufficient cash to operate on a negative EBITDA basis for approximately three quarters, and further anticipates potential capital may be raised from the exercise of warrants from the Private Placement to provide sufficient capital to sustain the Company until it is able to operate on a positive EBITDA basis. The Company will review other equity financing alternatives should circumstances require this to be done.

Interested parties should review the Company's Management's Discussion and Analysis and Consolidated Financial Statements for the three months ended May 31, 2015 and the year ended February 28, 2015 on SEDAR ( for more detailed information regarding the Company's results and Outlook.



Douglas Thomson, Chair

Forward-looking Statements

This news release contains forward-looking statements relating to the future operations and profitability of the Company and other statements that are not historical facts. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "expects", "believe", "will", "intends", "plans" and similar expressions. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Such forward-looking information is provided for the purpose of providing information about management's current expectations and plans relating to the future. Investors are cautioned that reliance on such information may not be appropriate for other purposes, such as making investment decisions.

In respect of the forward-looking information and statements the Company has placed reliance on certain assumptions that it believes are reasonable at this time, including expectations and assumptions concerning, among other things: interest and foreign exchange rates; planned synergies, capital efficiencies and cost-savings; applicable tax laws; the sufficiency of budgeted capital expenditures in carrying out planned activities; the availability and cost of labour and services; the success of growth projects; future operating costs; that counterparties to material agreements will continue to perform in a timely manner; that there are no unforeseen events preventing the performance of contracts; and that there are no unforeseen material development or other costs related to current growth projects or current operations. Accordingly, readers should not place undue reliance on the forward-looking information contained in this press release. Since forward-looking information addresses future events and conditions, such information by its very nature involves inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to the risks associated with the industries in which the Company operates in general such as: costs and expenses; interest rate and exchange rate fluctuations; competition; ability to access sufficient capital from internal and external sources; and changes in legislation, including but not limited to tax laws.
Readers are cautioned that the foregoing list of factors is not exhaustive. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The forward-looking statements contained in this news release are made as of the date of this news release, and the Company undertakes no obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by Canadian securities law.

This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities within the United States. The securities to be offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of such Act or other laws.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

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