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CrossOff Incorporated Signs Financing Letter of Intent
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Location: Blogs News |
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| Posted by: ITNovaScotia Admin |
Wednesday, June 14, 2006 |
HALIFAX, June 13 /CNW/ - CrossOff announced today that it has signed a letter of intent with The VenGrowth Traditional Industries Fund Inc. for VenGrowth to further invest in CrossOff. VenGrowth proposes to purchase $1,000,000 of units to be issued by CrossOff as part of a larger private placement raising a minimum of $2,000,000 and a maximum of $2,500,000. Each unit will be issued at $0.28 and consist of one (1) common share of CrossOff and one-half (0.50) of a share purchase warrant. Each whole warrant will have a five-year term and be exercisable into one common share at an exercise price of $0.35 per warrant. In addition, upon completion of the private placement, VenGrowth intends to purchase $2,500,000 9% subordinated secured debentures to be issued by CrossOff subsidiary Polar Bear Software Corporation, plus 2,678,571 warrants of CrossOff. The debentures will mature on November 8, 2007. The warrants accompanying the debentures will have an exercise price of $0.28 and a term of five years. The proposed transactions with VenGrowth are subject to negotiation of final agreements, due diligence, approval of certain of CrossOff's existing lenders, completion of the balance of the minimum private placement, regulatory approval and, if required, shareholder approval. Proceeds will be used to retire CrossOff's $3,450,000 9% Class A Unsecured Convertible Subordinated Debentures and for working capital purposes.
About CrossOff CrossOff Incorporated is a Canadian based corporate training and consulting company. CrossOff is traded on the Toronto Stock Exchange as OFF. More information is available on the company's website at www.crossoff.com.
This press release contains forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Corporation to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. The Corporation specifically disclaims any obligation to update these forward-looking statements. There can be no assurance that the financing will be completed or that other forward-looking statements will prove to be accurate and readers should not place undue reliance on forward-looking statements.
For further information: Colleen Moorehead, CrossOff Incorporated, (416)
964-8688 x 2200 (Tel), cmoorehead@crossoff.com
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