OneSoft Solutions Inc.
TSX VENTURE : OSS

OneSoft Solutions Inc.

January 29, 2016 16:27 ET

OneSoft Solutions Inc. Reports Financial Results for the Three Months and Nine Months Ended November 30, 2015

EDMONTON, ALBERTA--(Marketwired - Jan. 29, 2016) - 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 and nine months ended November 30, 2015.

Financial results are summarized as follows:

Three months ended November 30, Nine months ended November 30,
(in $,000)'s, per share in $ Increase / Increase /
2015 2014 (Decrease) 2015 2014 (Decrease)
Continuing Operations $ $ % $ $ %
Revenue 123 44 179.5 263 87 202.3
Net loss (719 ) (335 ) 114.6 (1,919 ) (1,554 ) 23.5
Discontinued operations:
Net income (loss) - (127 ) (100.0 ) (92 ) 10,312 (100.9 )
Consolidated net (loss) income (719 ) (462 ) 55.6 (2,011 ) 8,759 (123.0 )
Weighted average common shares
outstanding - basic and fully diluted (OOO)'s 46,927 15,149 38,395 14,362
Per share:
Continuing operations - loss (0.02 ) (0.02 ) 30.7 (0.05 ) (0.11 ) (53.8 )
Discontinued operations - income - (0.01 ) (100.0 ) - 0.72 (100.0 )
Consolidated net (loss) income (0.02 ) (0.03 ) - (0.05 ) 0.61 (108.2 )

Q3 2016 HIGHLIGHTS

OneSoft's revenues in the quarter were $122,692, its highest since the reorganization of the Company to pursue born-in-the-cloud software projects following the sale of its legacy business units in July, 2014. OneBridge Solutions Inc. completed its first full quarter of operations and due to it completing a public awareness project involving a US customer, it delivered $42,950 of revenue while also allowing the Company to realize $34,170 in unbilled work in progress that was acquired pursuant to the acquisition of Bridge Solutions' assets in July 2015. Despite the increase of $79,092 in revenues, gross profit only increased by $15,379 as OneNFP profitability was suppressed by significantly higher third-party royalties which took effect commencing August, 2015. The small increase in gross profits was overwhelmed by the inclusion of expenses associated with the commencement of the OneBridge project and the change in focus from the OneNFP to OneBridge business units and the Company recorded a loss of $718,564 in the quarter.

During the quarter, Management researched and determined the OneBridge business, technology and product strategies, and embarked upon the associated operational plans. Decisions regarding personnel, operational changes and development resources were altered, and although development of the OneNFP technology continued through quarter end, no new OneNFP clients were added in the quarter, in accordance with the Company's change in strategy to focus on the OneBridge projects.

The Company's Management and Board of Directors held extensive strategy planning sessions during the quarter, to assess the research that was necessary to consider prior to enacting strategy changes, to review the resulting future cash requirements of the company that are anticipated to occur, and to determine best alternatives to bolster the Company's cash resources to fund the revised business plan.

This culminated in an announcement on January 12, 2016 to proceed with a Private Placement financing of up to $1 million dollars consisting of an offering of up to 13,333,333 units ("Units") at a price of $0.075 per Unit with each Unit being comprised of one (1) common share and one (1) Common Share purchase warrant (a "Warrant"). Each Warrant entitles the holder to purchase one (1) additional Common Share at a price of $0.15 per Common Share for a period of twenty-four (24) months following the date of closing. The Company intends to use the proceeds from the Private Placement to fund new product development associated with the Microsoft Ventures Accelerator project that was announced on January 12, 2016 in connection with its wholly-owned subsidiary, OneBridge Solutions Inc., and for general working capital.

OUTLOOK

We believe that OneSoft's early adoption and investment in Microsoft's Cloud technology, and alignment with Microsoft cloud software deployment strategies have positioned the Company for significant future growth and reward. Our decision to allocate and focus resources on the OneBridge project has suspended any increases in revenue generation from the OneNFP business unit for the present time, but has also resulted in reducing expenses that would otherwise be required to progress the OneNFP business unit to profitability. The investment and work that has been done to advance OneNFP's cloud IP has enabled the OneBridge project to commence in an advanced state, and we believe this was a contributing factor for OneBridge having been selected by Microsoft Ventures to participate in their upcoming Accelerator program.

We believe that participation in Accelerator may provide an ideal springboard to advance our business. Microsoft's decision to involve the OneBridge project supports our belief that we have embarked on an opportunistic project with OneBridge, and possess the capability to leverage the Microsoft cloud technology platform for the products we develop. We believe that participation in Accelerator may assist in attracting enterprise level customers to participate in paid pilot development projects, as well as provide credibility that is helpful to generate future revenues. We also anticipate that the exposure from Accelerator may potentially generate interest from investor groups who are seeking investments in next generation cloud software companies, which may be highly beneficial to advance our corporate development and value creation objectives.

Management's priority in the near term is to progress the OneBridge applications and to grow OneBridge's revenues and viability as a preferred vendor of revolutionary solutions for the pipeline industry. Concurrent with managing the OneBridge operation, we intend to investigate certain other opportunities to convert legacy software applications to the Microsoft Cloud platform and business model, in alignment with Microsoft's belief that hosted software subscriptions will supplant the legacy desktop on-premise license model used by most organizations today.

We also intend to pursue other corporate development initiatives necessary to support our operational and value creation endeavors, including implementation of an investor relations program, and pursuit of joint venture and potential M&A projects which are appropriate and synergistic to our strategies.

As previously stated herein, the Company intends to complete a private placement financing prior to fiscal year end on February 29, 2016. Management believes that the combination of cash generated from this financing, the paid pilot projects that we anticipate will occur during the next fiscal year and the potential exercise of outstanding warrants will be sufficient to finance the company from its current early-revenue stage to profitability, which we expect will occur within the next two fiscal years.

ON BEHALF OF THE BOARD OF DIRECTORS

ONESOFT SOLUTIONS INC.

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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