Smart Employee Benefits Inc.
TSX VENTURE : SEB

Smart Employee Benefits Inc.

December 07, 2015 09:00 ET

SEB Closes Second Tranche of $4.0 Million Equity Private Placement

MISSISSAUGA, ONTARIO--(Marketwired - Dec. 7, 2015) - Smart Employee Benefits Inc. ("SEB" or the "Company") (TSX VENTURE:SEB) is pleased to announce the completion of the second tranche ("Second Tranche") of a private placement equity financing for gross proceeds of $1,600,000, which together with the closing of the first tranche on October 29, 2015 for gross proceeds of $2,400,000 ("First Tranche"), has resulted in the aggregate offering of $4,000,000 being fully subscribed. The Second Tranche financing consists of 4,000,000 units (the "Units") at a price of $0.40 per Unit. Each Unit consists of (i) one common share of SEB and (ii) one common share purchase warrant of SEB (the "Warrants"). Each Warrant has a term of 24 months from the date of issuance and vests on December 31, 2016 at an exercise price of $0.75 per share.

The financing is non-brokered and sourced from a strategic investor. All securities issued in connection with the financing are subject to a four month hold period from the date of closing.

Pursuant to SEB's previous engagement of finders, a cash fee of 4.49% of the gross proceeds raised in the private placement and finder warrants (the "Finder Warrants") equal to 8.975% of the number of Units of SEB, will be issued. Each Finder Warrant is exercisable for a period of 18 months from the closing date at an exercise price of $0.40 per share. Given the fully subscribed offering of 10,000,000 Units, 897,500 Finder Warrants will be issued to the finders in respect of SEB's finders' fee obligations in conjunction with the First Tranche and Second Tranche closings.

SEB intends to use proceeds from the Second Tranche to fund SEB's working capital and payment of amounts in relation to the acquisition of Maplesoft Group Inc. which closed on December 3, 2015, as described in press releases dated December 3, 2015 and June 11, 2015.

About SEB:

Smart Employee Benefits Inc.'s global infrastructure is comprised of two Divisions: Technology and Benefits. The Technology Division currently serves corporate and government clients across Canada and internationally. The Benefits Division delivers SAAS and BPO processing solutions to both corporate and government funded health benefit environments. The Technology Division is a critical competitive advantage in supporting the implementation and operation of SEB's benefits processing solutions in client environments. The core expertise of SEB's Technology Division is building and operating fully integrated data processing and business process solutions. Health Benefit environments is a high growth specialty area.

SEB's core benefits technology solutions automate health benefits processing. They tie the administration and processing of all benefit types into "one environment" and integrate seamlessly with all legacy client systems to allow real-time, self-serve access of data. These "Modular Solutions" operate as an integrated environment or stand alone. SEB's technology solutions and expertise fall into six categories as follows:

1. Health Benefits Administration and Claims Processing Platform - Modular, fully integrated, end-to-end Administration/Adjudication/Payments/Billing/Reporting software platform provided on a SAAS or BPO model. SEB issues its own benefit cards.

2. Health & Wellness Integrated Platform - Modules include content library, Personal Health Assessment, education modules, over 80 applications for managing health initiatives, personalized report card and action initiative, integrated reward platform, integrated organization health assessment, prevention/intervention programs, integrated real time reporting, personal health record, etc. The focus is on education and prevention.

3. Disability Management Platform - Modules include: Benefits & Disability Portal, Absence Management Module, Audit Workflow Module, Case Management Module, Predictive Analytics Module. The Modules are implemented within a Best Practices environment and automate the work flow in managing disability cases.

4. Predictive Analytics and Fraud - Algorithms that analyze historical data and provide big data analytics that allow creation of fraud identification rules which are incorporated, real-time, into adjudication environments. Analytics also assist in pricing.

5. Enterprise Service Bus ("ESB") - Business Process Data Management Module for tying legacy data systems to new technology solutions and automating access to legacy data systems.

6. Technology Infrastructure and Expertise - Extensive data management expertise including data centres, PCI certified security, systems integration, business intelligence, software development, CRM, BizTalk, PeopleSoft, BPO, ITIL, Big Data Analytics, Professional Services, Hosting, Project Management, etc. This infrastructure and expertise make everything work as an integrated solution.

For further information about SEB, please visit www.seb-inc.com.

The statements made in this release that are not historical facts contain forward-looking information that involves risks and uncertainties. All statements, other than statements of historical facts, which address the Company's expectations, should be considered as forward-looking statements and therefore subject to various risks and uncertainties. The words "may", "will", "could", "should", "would", "suspect", "outlook", "believe", "plan", "anticipate", "estimate", "expect", "intend", "forecast", "objective", "hope" and "continue" (or the negative thereof), and words and expressions of similar import, are intended to identify forward-looking statements.

Such statements are based on knowledge of the environment in which the Company currently operates, but because of the factors listed herein, as well as other factors beyond the Company's control, actual results may differ materially from the expectations expressed in the forward-looking statements. The Company undertakes no obligation, and does not intend, to update, revise or otherwise publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof, or to reflect the occurrence of any unanticipated events, other than as required by applicable law.

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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