ZAIO CORPORATION - Closing of Private Placement
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./
TSX Venture Exchange Symbol: ZAO
CALGARY, Oct. 19 /CNW/ - Zaio Corporation ("Zaio" or the "Company") announces that on October 19, 2010 it completed the closings of a non-brokered private placement. The closing placed $750,000 in principal amount of convertible debentures (the "Debentures") for gross proceeds of approximately $750,000 (the "Closing").
The Debentures pay interest at the rate of 10% per annum payable at maturity or on conversion. The Debentures mature on October 31, 2012 ("Maturity"). Subject to certain conditions including, but not limited to, regulatory approval, at the option of the holder, the Company may satisfy the payment of such interest by delivering Common Shares of the Issuer (the "Interest Shares") to the holder equal to the amount of interest owing to the holder at the time of election divided by the then current market price of the Common Shares less the maximum discount allowed by the TSX Venture Exchange.
The Debentures are convertible, at the option of the holder, into Units ("Units"), each Unit consisting of a common share ("Common Share") of the Company and a Common Share purchase warrant ("Warrant") at a conversion price of $0.13 per Unit. Each Warrant will be exercisable for an additional Common Share at an exercise price of $0.23 per share for a period of two (2) years. The Company may prepay the principal amount of the Debentures together with the interest accrued thereon and an amount equal to 10% (the "Make Whole Amount") of the principal amount of the Debentures at any time prior to Maturity. Subject to certain conditions including, but not limited to, regulatory approval, at the option of the holder, the Issuer may satisfy the payment of the Make Whole Amount by delivering Common Shares of the Issuer (the "Make Whole Shares") to the holder equal to the Make Whole Amount owing to the holder at the time of election divided by the then current market price of the Common Shares less the maximum discount allowed by the TSX Venture Exchange.
All of the Debentures, Common Shares and Warrants issuable upon conversion of the Debentures and Common Shares issuable upon exercise of the Warrants are subject to a four month and one day hold period.
The proceeds of the Closings of the private placement will be used for working capital and general corporate purposes.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The offered securities mentioned in this news release will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold within the United States or to, or for the account or benefit of U.S. persons except in certain transactions exempt from the registration requirements of the U.S. Securities Act.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.
About Zaio
Zaio develops and maintains a site-verified database of photos, valuations and property information on virtually every residential property in entire cities, using a proprietary GeoScore(TM)" property rating system. Zaio licenses its technology to networks of premiere, local appraiser experts who can then appraise and monitor values across entire cities, one home at a time from the street. The Company's products are available in the United States through its Licensee, Zone Data Systems LLC. Zaio is a public company that trades under the symbol "ZAO" on the TSX Venture Exchange in Canada. Zaio shares are also available in the US under the trading symbol "ZAOFF". For more company information, visit corporate.zaio.com.
This news release contains forward-looking statements which may include financial and business prospects, as well as statements regarding the Company's future plans, objectives or economic performance and financial outlooks. Such statements are subject to risk factors associated with the real estate industry, and the overall economy in both Canada and the United States.
The Company believes that the expectations reflected in this news release are reasonable but actual results may be affected by a variety of variables and may be materially different from the results or events predicted in the forward-looking statements. Readers are therefore cautioned not to place undue reliance on these forward-looking statements.
In evaluating forward-looking statements readers should consider the risk factors which could cause actual results or events to differ materially from those indicated by such forward-looking statements. These forward-looking statements are made as of the date hereof, and unless otherwise required by applicable securities laws, the Company does not intend nor does it undertake any obligation to update or revise any forward-looking statements.
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.
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For further information:
Bradley Stinson, CEO 1-877-318-0537
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