Science and Technology Science and Technology
Mon, September 24, 2012
Sun, September 23, 2012
Sat, September 22, 2012
Fri, September 21, 2012

Digital Shelf Space Secures $500,000 Revolving Loan Facility and Announces a $500,000 Non Brokered Private Placement Offering


Published on 2012-09-21 09:15:55 - Market Wire
  Print publication without navigation


September 21, 2012 12:00 ET

Digital Shelf Space Secures $500,000 Revolving Loan Facility and Announces a $500,000 Non Brokered Private Placement Offering

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Sept. 21, 2012) -Digital Shelf Space Corp. (the "Company" or "DSS") (TSX VENTURE:DSS)(OTCQX:DTSRF), a leading independent creator, producer and distributor of home entertainment media, is pleased to announce that it has secured a CAD$500,000 revolving loan facility (the "Loan Facility") from Four Winds Financial Investments, S.A. at a rate of 12% per annum, with maturity at the first anniversary of the closing date of the Loan Facility. The Loan Facility is secured by the assets of the Company.

The Company is also pleased to announce that subject to approval of the TSX Venture Exchange, the Company intends to complete a non-brokered private placement to raise up to CAD$500,000 in funds (the "Offering"). The Offering will consist of up to 10,000,000 units at a price of $0.05. Each unit will consist of one common share and one common share purchase warrant. Each purchase warrant entitles the holder to purchase one common share of the Company at the price of $0.10 per common share on or before the date occurring 18 months following the closing of the Offering. The Company may over allot the Offering to raise a maximum of CAD$750,000.

The Company may pay a cash finder's fee to entities ("Finders") equal to 7% of the gross proceeds received by the Company from purchasers of units sold in the Offering introduced by or through such Finders, and/or an option to purchase such number of common shares of the Company having a value equal to 7% of the amount purchased by purchasers of units sold in the Offering introduced by or through such Finders (the "Finders Warrants"). The Finders Warrants have the same exercise price and term as the Offering Warrants.

"We are pleased to have secured the revolving loan facility and look forward to closing the private placement in the near term, as together we minimize dilution for our shareholders while at the same time give our organization the capability to launch our new TOURAcademy Home Edition in Q4 (peak season for golf media products) with more of a bang," said Jeffery Sharpe President and CEO for DSS. "Not only are we excited about our hard launch of the TOURAcademy Home Edition in October, but also the return of Georges St-Pierre to the cage and the spotlight, after an 18 month lay off due to injury, as we head into the peak season for the sales of GSP RUSHFIT."

The Company plans to use monies drawn down from the Loan Facility and raised from the Offering toward marketing and advertising, working capital and general corporate purposes and transaction and related expenses.

About Digital Shelf Space Corp.

Digital Shelf Space is an independent creator, producer and distributor of home entertainment content targeted at the fitness and sports instruction market. Digital Shelf Space's overall content partnership strategy is to align itself with world-class, global brand partners. For more information visit [ www.digitalshelfspace.com ] and to view our current projects with Georges St-Pierre and the TOURAcademy®, visit [ www.gsprushfit.com ] and [ www.touracademydvds.com ].

ON BEHALF OF THE BOARD

Jeffrey Sharpe, President & CEO

Forward Looking Statements

This news release contains "forward-looking information" within the meaning of the Canadian securities laws. Forward-looking information is generally identifiable by use of the words "believes", "may", "plans", "will", "anticipates", "intends", "budgets", "could", "estimates", "expects", "forecasts", "projects" and similar expressions, and the negative of such expressions. Forward-looking information in this news release include statements about the Loan Facility and the use of monies drawn down from the Loan Facility and the intention to complete and the details concerning a private placement offering.

In connection with the forward-looking information contained in this news release, Digital Shelf Space has made numerous assumptions, regarding, among other things, expected investor interest and pricing of the proposed private placement offering. While Digital Shelf Space considers these assumptions to be reasonable, these assumptions are inherently subject to significant uncertainties and contingencies.

Additionally, there are known and unknown risk factors which could cause Digital Shelf Space's actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained herein. Known risk factors include, among others: Digital Shelf Space may not be able to draw down on the Loan Facility as required; Digital Shelf Space may not use funds drawn down from the Loan Facility as currently contemplated; the private placement offering may not close or close on the terms currently contemplated by Digital Shelf Space; the funds raised in the Offering may not be used by Digital Shelf Space as currently contemplated; reliance on the health and marketability of celebrity fitness talent in productions owned by Digital Shelf Space; actual results from the use of celebrity fitness products may differ substantially from anticipated results; the substantial investment of capital required to produce and market video and entertainment productions, limitations imposed by our financing abilities, unpredictability of the commercial success of our programming, difficulties in integrating technological changes and other trends affecting the entertainment industry.

A more complete discussion of the risks and uncertainties facing Digital Shelf Space is disclosed in Digital Shelf Space's Filing Statement dated November 16, 2010 and continuous disclosure filings with Canadian securities regulatory authorities at [ www.sedar.com ]. All forward-looking information herein is qualified in its entirety by this cautionary statement, and Digital Shelf Space disclaims any obligation to revise or update any such forward-looking information or to publicly announce the result of any revisions to any of the forward-looking information contained herein to reflect future results, events or developments, except as required by law.

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 the release.



Contributing Sources