Futura Announces Closing of Private Placement
June 30 2011 - 2:53PM
Marketwired
The Futura Loyalty Group Inc. (TSX VENTURE: FUT) ("Futura" or the
"Company") has closed the first tranche of an equity financing by
way of a private placement of an aggregate of 15,900,000 units
("Units") at a price of $0.05 per Unit for gross proceeds of
$795,000 (the "Initial Closing"). The gross proceeds from the
Initial Closing are intended to primarily be used to fund ongoing
sales and operations. The Initial Closing was completed on June 30,
2011 (the "Closing Date").
Each Unit consists of one common share of the Company (a "Common
Share") and one Common Share purchase warrant (a "Common Share
Warrant"). Each Common Share Warrant entitles the holder to
purchase one Common Share at a price of $0.10 for a period of 5
years from the Closing Date.
All of the securities issued on the Closing Date are subject to
restrictions on resale until October 31, 2011 as prescribed under
applicable securities laws and the policies of the TSX Venture
Exchange ("TSXV"). The private placement is subject to final
approval by the TSXV. After giving effect to the Initial Closing,
an aggregate of 179,915,651 Common Shares are issued and
outstanding.
One of the investors under the first tranche of the Initial
Closing is a director of the Company and is a "related party"
within the meaning of Multilateral Instrument 61-101 ("MI 61-101").
The Company relied on exemptions contained in MI 61-101 from
obtaining a formal valuation and minority approval since all of its
securities are listed on the TSXV and, at the time the transaction
was agreed to, neither the fair market value of the subject matter
of, nor the fair market value consideration for the transaction,
insofar as it involved the related party, exceeded 25% of the
Company's market capitalization. The Initial Closing was completed
within 21 days of the date of filing of a material change report in
connection with the closing. Management of the Company has
determined that such closing was reasonable and necessary in the
circumstances.
About Futura Loyalty Group
The Futura Loyalty Group Inc. is an industry-leading provider of
branded loyalty reward currencies, private branded loyalty programs
and targeted marketing solutions using email, mobile, direct mail
and the web. Futura's loyalty services include member account set
up, management and reward redemption platform, a web-based program
transaction reporting interface for merchants, a robust offer
management system, retail POS Integration for card swipe issuance
and a proprietary web based issuance solution. For more information
regarding Futura Loyalty Group, visit www.tflg.ca.
The TSX-Venture Exchange does not accept responsibility for the
adequacy or accuracy of this release.
Contacts: The Futura Loyalty Group Inc. Mark Farrell CEO
416-775-3160 mfarrell@tflg.ca www.tflg.ca
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