SelectCore Ltd.
TSX VENTURE : SCG

SelectCore Ltd.

September 06, 2011 13:16 ET

SelectCore Completes $5 Million Financing

TORONTO, ONTARIO--(Marketwire - Sept. 6, 2011) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES.

SelectCore Ltd. (the "Corporation") (TSX VENTURE:SCG), a prepaid telecom and financial services transaction processor for the under-banked consumer market is pleased to announce that it has closed a new long-term secured convertible debt facility with its senior lender Windsor Bancorp Limited Partnership ("Windsor")

Pursuant to the loan agreement, Windsor will advance a minimum of approximately $3 million (the "Initial Advance") with the option of increasing the amount to $5 million upon the Corporation meeting certain financial covenants. The term of the new facility will be 24 months with the option of extending for two additional one-year terms. The credit facility will bear an interest rate equal to the prime rate charged by the Royal Bank of Canada plus 9% per annum. Windsor will receive a commitment fee equal to $135,500.

Under the terms of the new facility, Windsor shall have the option of converting a portion or the entire principal amount into common shares ("Common Shares") of the Corporation. The Initial Advance may be converted into up to 9,666,666 Common Shares at a conversion price of $0.30 per Common Share. The maximum amount of the Initial Advance convertible at any given time is $1.5 million with further $500,000 tranches being convertible in 30-day intervals. Any advances over and above the Initial Advance may be converted into Common Shares at a conversion price to be determined in accordance with policies and requisite approvals of the TSX Venture Exchange. The Corporation, has the option to reduce the outstanding principal balance of the loan to $3 million on or before the date which is five months following the date hereof and $2 million on or before the date that is eighteenth months following the date hereof, thereby reducing the potential conversion amount.

Keith McKenzie, CEO of SelectCore commented, "We are pleased with the continued confidence that Windsor Bancorp has in SelectCore. We believe we have chosen the right finance partner to assist the Company as we continue to execute on our growth strategy."

This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects", or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "does not anticipate", or "believes" or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might", or "will be taken", "occur", or "be achieved". Forward-looking information is based on the opinions and estimates of management at the date the information is made, and is based on a number of assumptions and is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including risks related to the regulatory approval process, market and financing conditions as well as risks associated with the prepaid telecom and prepaid financial industries, changes in project parameters as plans continue to be refined as well as those risk factors discussed in the Company's management's discussion and analysis for the period ended December 31, 2010, available on www.sedar.com. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information contained herein, except in accordance with applicable securities laws.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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