Uniserve Communications Corporation
TSX VENTURE : USS

May 31, 2012 09:01 ET

Uniserve Announces Shares for Debt Transaction, Loan Transaction and Issuance of Stock Options

VANCOUVER, BRITISH COLUMBIA--(Marketwire - May 31, 2012) - Uniserve Communications Corporation (the "Company") (TSX VENTURE:USS) announces that, subject to the approval of the TSX Venture Exchange (the "Exchange") for the shares for debt transaction, it will issue 1,190,710 Shares at a deemed price of $0.10 per Share in settlement of outstanding debt in the amount of $119,071 owed to certain creditors pursuant to debt settlement agreements dated for reference May 31, 2012. The Shares are subject to a four-month hold period under the policies of the Exchange.

The Company further announces that it has granted incentive stock options to employees of the Company to purchase up to 700,000 common shares in the capital stock of the Company pursuant to its share option plan. The options are exercisable on or before May 28, 2015 at a price of $0.10 per share.

The Company further announces that, subject to all necessary regulatory approvals, it has entered into a loan arrangement pursuant to which it will borrow $360,000 (the "Loan") from a related party (the "Lender"). The loan is secured against the assets of the Company, bears 15% per annum interest and is governed by the terms and conditions of a loan agreement (the "Loan Agreement") dated May 31, 2012 (the "Loan Date").

In accordance with the terms of the Loan Agreement, the Lender will lend $360,000 to be repaid within 18 months following the Loan Date. The Company intends to pay the loan from its operating cash flow. In consideration for the Loan, the Company will issue to the Lender 1,500,000 non-transferable common share purchase warrants (the "Warrants"), with each Warrant entitling the holder to purchase one common share of the Company at the exercise price of $0.10 per share for a period of 12 months from the date of issuance. The Warrants will be subject to a four month hold period from the date they are issued. Funds from the Loan will be used for general working capital.

Uniserve Communications Corporation (TSX VENTURE:USS) is an industry leader in the integration and delivery of voice and data services over multiple IP networks directly or through wholesale partnerships to businesses and retail consumers throughout Canada. Learn more at www.uniserve.com or at www.sedar.com.

This news release was prepared on behalf of the Board of Directors, which accepts full responsibility for its contents.

Michael Schmidt, CEO

Management has prepared this release and no regulatory authority has approved or disapproved the information contained herein. The statements contained in this news release that are not historical facts are forward looking statements. Such statements are based on management's estimates, assumptions and projections using available information. Uniserve cautions that actual financial results could differ materially from the current expectations due to a number of factors.

Neither TSX Venture Exchange nor its Regulations 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.

Contact Information

  • Uniserve Communications Corporation
    Investor & Corporate Relations
    604-395-7085
    invest@uniserve.com