Press release from Marketwire
Poynt Corporation Secures Agreement for Debtor-In-Possession Financing and Receives New Extension to Creditor Protection
Tuesday, October 16, 2012
Poynt Corporation Secures Agreement for Debtor-In-Possession Financing and Receives New Extension to Creditor Protection08:00 EDT Tuesday, October 16, 2012CALGARY, ALBERTA--(Marketwire - Oct. 16, 2012) - Poynt Corporation (TSX VENTURE:PYN) ("Poynt Corp." or the "Company"), a global leader in mobile local search and advertising, today announced that the Court of Queen's Bench of Alberta (the "Court") granted an order extending its creditor protection until Monday, November 26, 2012, and that an agreement was made and approved by the Court for a debtor-in-possession ("DIP") financing in an aggregate amount of one million Canadian dollars (CDN$1,000,000.00) at an interest rate of 20% (collectively, the "DIP Financing"). The DIP Financing was provided by one lender (the "DIP Lender"), is secured against all of the Company's assets and is repayable on demand by the DIP Lender following an event of default. In any event, the DIP Financing will be repaid in full at the earliest of: (i) twelve months from October 15, 2012; (ii) the date on which Poynt Corp. successfully completes all requirements of the Company's Notice of Intention to Make a Proposal (the "Proposal Proceedings") under the Bankruptcy and Insolvency Act (Canada)("BIA"); or (iii) the fifth business day following the date on which the stay of proceedings ordered in the Proposal Proceedings is terminated or lifted. The DIP Financing is a committed revolving loan which may be drawn on a daily basis in individual advance amounts and subject to twenty four (24) hour advance notice to the DIP Lender. Subject to receipt of all required regulatory approvals, including the approval of the TSX Venture Exchange, the Company has agreed to issue an aggregate of 4,000,000 common shares to the DIP Lender as consideration for taking the risk of providing of the DIP Financing. The common shares will be subject to applicable hold periods or restricted periods and resale restrictions imposed under applicable securities laws, including, but not limited to, a hold period of four months and one day following the date of issuance of the common shares. "With this latest round of DIP Financing, the Company expects to announce a plan to address the Proposal Proceedings with our creditors in the near term," said Andrew Osis, CEO, Poynt Corp. "Under creditor protection, the Company has delivered a new and improved version of the Poynt platform to our users, has strengthened global partnerships and grew its unique user base to nearly nineteen million users. In addition, the Company has significantly improved operational efficiencies and reduced costs. The Company is now in a strong position moving forward that will allow us to maximize shareholder value over the long-term." Hardie & Kelly Inc. of Calgary, Alberta, is the trustee appointed for the Company's Proposal Proceedings under the BIA. About Poynt Corporation Poynt Corp. (about.poynt.com) (TSX VENTURE:PYN) is a global leader in the mobile local advertising space. Its Location Based Search (LBS) and advertising platform, Poynt (www.poynt.com), enhances a user's ability to connect with the people, businesses and events most important to them. Poynt is available on Android, iPhone, Windows Phone and Nokia devices, along with BlackBerry smartphones and BlackBerry PlayBook Tablets in Canada, the United States, Europe, India and Australia. Poynt Corp. entered the mobile publishing space with the acquisition of an advertising publishing platform in January 2011. Whether through the Poynt Local Search Platform or the Ad Publishing Platform, Poynt Corp. simplifies connecting consumers with businesses, retailers and events. Headquartered in Calgary, AB, Canada, Poynt Corp. trades on the TSX Venture Exchange under the symbol "PYN". Reader Advisory: The press release may contain certain forward looking statements which may include plans, expectations, forecasts, projections, guidance or other statements that are not statements of fact, including, without limitation, meeting the terms, conditions and approval requirements under its creditor protection; the effect of the DIP Financing on Poynt Corp.'s ability to continue operations while under creditor protection; the terms of the DIP Financing; the Company's strategic plans; the Company's ability to obtain additional DIP financings; expected timing of announcement of a plan to address the Proposal Proceedings with the Company's creditors; ability to maximize shareholder value over the long-term; and the Company's long-term business plan and the expected benefits to be obtained therefrom. Although Poynt Corp. believes that the expectations reflected in such forward looking statements are reasonable, it cannot give any assurance that such expectations will prove to be correct. The effect of the DIP Financing and further DIP financings are subject to a number of conditions and Poynt Corp. cannot give any assurance that such conditions will be met on a timely basis, or at all, as certain of the conditions are in the control of other parties. As such, the future plans and objectives of Poynt Corp. are forward looking statements that involve risks and uncertainties that may be based on assumptions that could cause actual results to differ materially from those anticipated or implied in such statements. Material risk factors that could cause actual results to differ materially from the forward-looking information include, but are not limited to: risk that the Company will be unable to meet the terms of the DIP Financing; risk that the Company will be unable to obtain additional DIP financing; risk that the Company will be unable to meet the terms, conditions and approval requirements under its creditor protection; risk that the Company's creditors will not approve a plan to address the Proposal Proceedings; inability of Poynt Corp. to fund its obligations; the deteriorating economic and market conditions that could lead to reduced spending on information technology products; competition in the Company's target markets; potential capital needs; management of future growth and expansion; the development, implementation and execution of the Company's strategic visions; risk of third-party claims of infringement; protection of proprietary information; customer acceptance of the Company's existing and newly introduced products; the success of brand development efforts; risks associated with strategic alliances; failure of counterparties to perform on contracts; failure to successfully negotiate contracts; failure to successfully negotiate a strategic opportunity; need to develop new and enhanced products; potential product defects; ability to hire and retain qualified employees and key management personnel; risks associated with changes in domestic and international market conditions and the entry into and development of new markets for the Company's products; failure to obtain all required regulatory approvals, including the approval of the TSX Venture Exchange of the common shares to be issued to the DIP Lender; and the risks described under "risk factors" in the Company's Annual Information Form for the year ended December 31, 2010 which is available on Poynt Corp.'s SEDAR profile (www.sedar.com). Although Poynt Corp. has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in the forward looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. In making the forward looking statements in this press release, Poynt Corp. made, among others, the following assumptions: that Poynt Corp. will be able to formulate a suitable creditor proposal in the timelines required under its creditor protection filing; that Poynt Corp. will be able to complete further DIP financings under the timelines required by the Court; that the Company will be able to hire and retain qualified employees; conditions in general economic and financial markets; ability to complete a strategic transaction; receipt of all necessary regulatory approvals; and the ability to obtain financing on acceptable terms, including Poynt Corp.'s ability to finance its future commitments. Poynt Corp.'s forward-looking statements are expressly qualified in their entirety by this cautionary statement. Unless otherwise required by applicable securities laws, Poynt Corp. does not intend, nor does it undertake any obligation, to update or review any forward looking statements to reflect subsequent information, events, results or circumstances or otherwise. The BlackBerry and RIM families of related marks, images and symbols are the exclusive properties and trademarks of Research In Motion Limited. Apple App Store and iPhone are trademarks of Apple Inc., registered in the U.S. and other countries. Windows is a registered trademark of Microsoft Corporation in the United States and other countries. Android is a registered trademark of Google Inc. Nokia is a registered trademark of Nokia Corporation. FOR FURTHER INFORMATION PLEASE CONTACT: Andrew OsisPoynt CorporationCEO403-313-3719www.poynt.comORGlobal Results PR for Poynt CorporationNorth American Public Relations Contact:Valerie Christopherson / Asif Husain949firstname.lastname@example.orgNeither the 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.