MISSISSAUGA, Ontario, Oct. 03, 2022 (GLOBE NEWSWIRE) — Smart Employee Benefits Inc. (“SEB” or the “Company”) (TSXV: SEB) (OTCQB: SEBFF) a pacesetter in advantages processing options and companies at this time introduced that it has entered into an amending settlement to its secured revolving credit score facility settlement (the “Credit Agreement”) with its worldwide asset-focused lender (the “Lender”) to, amongst different issues, lengthen the interval of elevated availability from $10,000,000 to $15,000,000 beneath the present Credit Agreement, till December 31, 2022.
Co-operators Financial Services Limited (“Co-operators”), a strategic investor in SEB, has beforehand offered an amended and restated restricted assure dated June 24, 2022 (the “Limited Guarantee”) in favour of the Lender within the quantity of $10,000,000, and, accordingly, SEB had issued a corresponding amended and restated promissory notice in favour of Co-operators dated June 24, 2022 (the “Amended and Restated Promissory Note”).
In conjunction with this amending settlement to the Credit Agreement, Co-operators has agreed to increase the time period of its Limited Guarantee till December 31, 2022 (the “First Amending Agreement to the Limited Guarantee”), and the recitals within the Amended and Restated Promissory Note had been correspondingly amended to raised reference the Limited Guarantee as amended by the First Amending Agreement to the Limited Guarantee.
It stays the case that ought to the Limited Guarantee be referred to as upon by the Lender and transformed to a mortgage from Co-operators the quantity can be deemed to be a compensation beneath the Credit Agreement with the Lender and in consequence such quantity would even be deemed to be owing by SEB to Co-operators beneath the Amended and Restated Promissory Note. Although there’s at present nothing owing to Co-operators beneath the Amended and Restated Promissory Note, the Amended and Restated Promissory Note contemplated that SEB can be entitled to repay the curiosity thereunder in shares offered that any such share issuance(s) can be topic to relevant regulatory and TSX Venture Exchange approval on the time of such share issuance. However, since regulatory approval and minority shareholder approval has not been obtained for any such share issuance, as contemplated by the phrases of the Amended and Restated Promissory Note, it’s anticipated that the curiosity payable will both be capitalized and added to the principal beneath the Amended and Restated Promissory Note or repaid in money. As set out within the Company’s press launch dated September 6, 2022, the Company has additionally offered its written endeavor to the Ontario Securities Commission confirming that it’ll not concern shares in cost of curiosity beneath the Amended and Restated Promissory Note with out first acquiring minority shareholder approval in accordance with Multilateral Instrument 61-101 (“MI 61-101”).
Co-operators is a associated celebration to the Company and the issuance of the Amended and Restated Promissory Note was thought of a associated celebration transaction throughout the that means of TSXV Policy 5.9 and MI 61-101. Co-operators holds a $20,000,000 convertible debenture issued by SEB dated November 30, 2020, in addition to a $5,000,000 convertible debenture dated March 8, 2022 (collectively the “Debentures”). The Debentures and the Amended and Restated Promissory Note are secured by first rating safety over the software program owned by SEB Administrative Services Inc., an entirely owned subsidiary of SEB, and second rating safety over the opposite property of SEB and SEB Administrative Services Inc. An intercreditor settlement, as amended, between the Lender and Co-operators governs the safety granted to the Lender pursuant to the Credit Agreement and to Co-operators pursuant to the Debentures and the Amended and Restated Promissory Note, in addition to the connection between the Lender and Co-operators because it pertains to such safety.
About Smart Employee Benefits Inc.:
SEB is an Insurtech firm centered on Benefits Administration Technology driving two interrelated income streams – software program/options and companies. The Company is a confirmed supplier of modern IT and advantages processing software program, options and companies for the Life and Group advantages market and authorities. We design, customise, construct and handle mission essential, end-to-end know-how, individuals and infrastructure options utilizing SEB’s proprietary applied sciences and experience and companion applied sciences. We handle mission essential business processes for over 150 blue chip and authorities accounts, nationally and globally. Over 90% of our income and contracts are multi-year recurring income streams contracts associated to authorities, insurance, healthcare, advantages and e-commerce. Our options are supported nationally and globally by over 600 multi-certified technical professionals in a multi-lingual infrastructure, from a number of workplaces throughout Canada and globally.
Our options embrace each software program and companies pushed ecosystems together with a number of SaaS options, cloud options & companies, managed companies providing sensible sourcing (close to shore/offshore), managed safety companies, customized software program improvement and help, skilled companies, deep programs integration experience and a number of specialty apply areas together with AI, CRM, BI, Portals, EDI, e-commerce, digital transformation, analytics, challenge administration to say a number of. The Company has greater than 20 strategic partnerships/relationships with main world and regional know-how and consulting organizations.
Forward-Looking Statements
Certain data on this launch, might represent forward-looking data. In some circumstances, however not essentially in all circumstances, forward-looking data could be recognized by means of forward-looking terminology equivalent to “plans”, “targets”, “expects” or “does not expect”, “is expected”, “an opportunity exists”, “is positioned”, “estimates”, “intends”, “assumes”, “anticipates” or “does not anticipate” or “believes”, or variations of such phrases and phrases or state that sure actions, occasions or outcomes “may”, “could”, “would”, “might”, “will” or “will be taken”, “occur” or “be achieved”. In addition, any statements that seek advice from expectations, projections or different characterizations of future occasions or circumstances comprise forward-looking data. Statements containing forward-looking data aren’t historic info however as an alternative characterize administration’s expectations, estimates and projections concerning future occasions.
THE FORWARD-LOOKING INFORMATION CONTAINED IN THIS RELEASE REPRESENTS THE COMPANY’S CURRENT EXPECTATIONS AND, ACCORDINGLY, IS SUBJECT TO CHANGE. HOWEVER, THE COMPANY EXPRESSLY DISCLAIMS ANY INTENTION OR OBLIGATION TO UPDATE OR REVISE ANY FORWARD-LOOKING INFORMATION, WHETHER AS A RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE, EXCEPT AS REQUIRED BY APPLICABLE LAW.
Neither TSX Venture Exchange Inc. nor its Regulation Services Provider (as that time period is outlined within the insurance policies of the TSX Venture Exchange Inc.) accepts accountability for the adequacy or accuracy of this launch.
All figures are in Canadian {dollars} until in any other case said.
Media and Investor Contact
John McKimm
President/CEO/CIO
Office (888) 939-8885 x 2354
Cell (416) 460-2817
www.seb-inc.com
