|By Marketwired .||
|June 27, 2014 04:51 PM EDT||
TORONTO, ONTARIO -- (Marketwired) -- 06/27/14 -- Engagement Labs Inc. (TSX VENTURE: EL) (the "Company") announced today that it is proposing to raise approximately $3.5 million on a brokered best efforts private placement basis (the "Offering") with Industrial Alliance Securities Inc. and PowerOne Capital Markets Inc. as Agents.
The Offering shall be comprised of Units at a subscription price of $0.50 per Unit, each Unit consisting of one common share and one-half of one common share purchase warrant ("Warrant"), each whole warrant exercisable into one common share of the Company at a price of $0.70 per share until December 31, 2016. Aggregate compensation payable to the Agents (including any members of the selling group) shall consist of a cash commission equal to eight per cent of the gross proceeds of the Offering plus brokers' compensation warrants equal in number to ten per cent of the number of Units issued exercisable into Units at a price of $0.50 per Unit for a period of twenty-four months from Closing. Closing of the Offering is anticipated to be on or about July 4, 2014. Use of proceeds is for general working capital.
Engagement Labs announced today that consistent with its continuing focus to bring value-added engagement tools, it is in discussions to acquire an Ontario-based digital media agency. The acquisition will afford the Company the ability to broaden its suite of products and offerings. The Company has been provided with financial information advising that the business proposed to be acquired had 2013 net revenues of approx. $2.4 million, with adjusted EBITDA of $366,000 and net income of $28,000. The anticipated consideration of the acquisition is a cash payment of $500,000 plus 1,900,000 common shares valued at $0.50 per share totaling $1.45 million. A condition of closing would be that the company to be acquired would have positive working capital of $175,000 as at closing representing its approximate net assets according to the company excluding fixed assets of approx. $80,000. The common shares issued would be subject to escrow release over a period of time. Completion of the transaction remains subject to approval of the TSX Venture Exchange, satisfactory completion of due diligence, and settlement of customary documentation.
About Engagement Labs
Engagement Labs offers real-time, intelligent social media data, analytics and insights for organizations that are actively engaging on social and digital networks. The Company extracts business intelligence from user generated data (BIG DATA) and transforms it into actionable data for corporate clients, brands and social media teams. Engagement Labs created eValue analytics, an Intelligent Data on Demand platform for agencies, marketing teams and dashboard providers. Offered under SaaS or through an API, eValue analytics PRO supports the entire social marketing cycle by providing over 250 comprehensive, intelligent metrics to measure social performance and ROI for brands to evaluate and coordinate social media activities across all online channels (social media sites, forums, news and blogs). Engagement Labs is listed on the TSX Venture exchange (TSX VENTURE: EL) and has offices in Montreal, Toronto, Mexico and Paris. www.engagementlabs.com / www.evalueanalytics.com
Disclaimer - Safe Harbour Forward-Looking Statements
Certain statements contained in this press release constitute forward-looking statements. These forward-looking statements relate to the future financial conditions, results of operations, or business of the Corporation. These statements may be current expectations and estimates about the markets in which the Corporation operates and management's beliefs and assumptions regarding these markets. These statements are subject to important risks and uncertainties which are difficult to predict and assumptions which may prove to be inaccurate. The results or events predicted in forward-looking statements may differ materially from actual results or events. The Corporation disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. In particular, forward-looking statements do not reflect the potential impact of any merger, acquisitions or other business combinations or divestitures that may be announced or completed after such statements are made.
Neither 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.