Virtutone Networks Inc.
TSX VENTURE : VFX

July 15, 2011 17:56 ET

Virtutone Networks Inc. Announces Non-Brokered Private Placement

FORT SASKATCHEWAN, ALBERTA--(Marketwire - July 15, 2011) -

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Virtutone Networks Inc. (TSX VENTURE:VFX) ("Virtutone" or the "Corporation") is pleased to announce that it will be conducting a non-brokered private placement of up to 4,000,000 common shares ("Common Shares") of the Corporation at a price of $0.075 per share for aggregate proceeds of up to $300,000 (collectively the "Private Placement"), subject to the receipt of all applicable regulatory approvals. The Private Placement is expected to close on or around August 5, 2011.

It is expected that certain insiders (the "Insiders") of the Corporation will collectively subscribe for up to 3,466,666 Common Shares pursuant to the Private Placement. The Insiders include: Jason Allen, the President and Chief Executive Officer of the Corporation; Colin Campbell, the Chief Financial Officer of the Corporation, and Randal Matkaluk, a director of the Corporation. The Insiders currently hold an aggregate of 6,429,236 Common Shares (approximately 47.7% of the issued and outstanding Common Shares) as follows: Mr. Allen - 4,446,500 Common Shares (approximately 33.0% of the issued and outstanding Common Shares); Mr. Campbell – 442,736 Common Shares (approximately 3.3% of the issued and outstanding Common Shares); and Mr. Matkaluk - 1,540,000 Common Shares (approximately 11.4% of the issued and outstanding Common Shares). Following the completion of the Private Placement, and assuming the full 4,000,000 Common Shares are issued pursuant to the Private Placement, it is expected that the Insiders will collectively hold 9,895,902 Common Shares (approximately 56.6% of the issued and outstanding Common Shares).

The Common Shares issued pursuant to the Private Placement will be subject to a hold period of four months and one day from the closing date as well as other restrictions with respect to sales from control positions.

The proceeds of the Private Placement will be used for general working capital and corporate purposes.

Cautionary Statements

This news release contains "forward-looking statements" within the meaning of applicable securities laws, including statements regarding the number of common shares to be sold pursuant to the Private Placement, the purchase price per share, the use of proceeds from the Private Placement, the participation of the Insiders, and their post-closing holdings, and the expected closing date. These forward-looking statements are based upon the opinions, expectations, estimates and assumptions of management as at the date the statements are made, including, without limitation, assumptions with respect to the receipt of regulatory approval for the Private Placement and general economic conditions in North America. Readers are cautioned not to place undue reliance on forward-looking statements. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, risks that the Private Placement will not be completed or if completed not on the same terms as disclosed above and a failure to obtain necessary regulatory approvals. The statements in this news release are made as of the date of this release. We undertake no obligation to update such forward-looking information except as required by applicable securities laws.

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

Contact Information

  • Virtutone Networks Inc.
    Jason Allen
    President and Chief Executive Officer
    (780) 235-4100