TORONTO, CANADA--(Marketwire - Sept. 4, 2012) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Intertainment Media Inc. ("Intertainment" or the "Company") (TSX VENTURE:INT)(OTCQX:ITMTF)(FRANKFURT:I4T) is pleased to announce, further to its press releases dated August, 28, 2012, that it has completed a non-brokered private placement of 12,500,000 units of Intertainment ("Units") at a price of $0.20 per Unit for aggregate gross proceeds of $2,500,000 (the "Placement"). Each Unit issued pursuant to the Placement consisted of one common share and one transferrable common share purchase warrant exercisable at $0.29 per share until August 31, 2017. The securities issued pursuant to the Placement are subject to a four-month hold period. In connection with the transaction, each subscriber under the Placement intends to transfer their warrants in compliance with the TSX Venture Exchange policies.
David Lucatch, Chief Executive Officer and a director of Intertainment, acquired ownership and control of the 2,500,000 Units issued under the Placement. The Company has determined that exemptions are available for the various requirements of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 for the issuance of the Units to insiders of Intertainment.
Proceeds of the Placement will be used for general working capital. Following the completion of the Placement, the Corporation has 340,064,855 common shares issued and outstanding. The completion of the Placement is subject to TSX Venture Exchange acceptance and other regulatory approval.
The Company continues work on proposed US public opportunities for Intertainment and its subsidiaries, including Ortsbo Inc., and it will no longer pursue its previously announced Canadian reverse takeover with Capstream Ventures Inc. after ongoing discussions with its US Agents and US Funds. The Company feels that it is better suited to provide higher value opportunities in the US and international markets, as it focuses on commercialization of its programs.
The Company maintains that its divestiture or spin out of assets will include dividends or similar provisions for its shareholders as previously announced.
About Intertainment - www.intertainmentmedia.com
Intertainment is one of Canada's leading technology incubators and is focused on developing, nurturing and investing in both North American and global technologies and companies that provide technology solutions for brands and consumers alike. Intertainment also owns and operates a number of key properties including Ad Taffy, itiBiti (KNCTR), Ortsbo, Deal Frenzy and Magnum, with investments in leading edge technologies and social media platforms including theaudience.com. For more information on Intertainment and its properties, please visit www.intertainmentmedia.com.
Intertainment is headquartered in the Toronto, Canada region, with offices in New York, Los Angeles and San Mateo, CA and is listed on the TSX Venture Exchange under the symbol "INT" (TSX VENTURE:INT) and in the US on the OTCQX Market under the symbol "ITMTF". Intertainment is also traded in Europe on the unofficial market of the Frankfurt Exchange through the XETRA trading platform under the symbol "I4T".
Forward Looking Information
This news release contains certain "forward-looking information" within the meaning of such statements under applicable securities law including statements relating to the proposed private placement of the Company.
Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Forward-looking information is based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. Actual timelines associated may vary from those anticipated in this news release and such variations may be material. Actual results could differ materially because of factors discussed in the management discussion and analysis section of our interim and most recent annual financial statements or other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulations. The Company undertakes no obligation to update forward-looking statements if circumstances or management's estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on this forward-looking information.
This news release is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States or to or for the account or benefit of U.S. persons (as such terms are defined in Regulation S under the United States Securities Act of 1933, as amended (the "U.S. Securities Act")), absent registration or an exemption from registration. The securities offered have not been and will not be registered under the U.S. Securities Act or any state securities laws and, therefore, may not be offered for sale in the United States, except in transactions exempt from registration under the U.S. Securities Act and applicable state securities laws.
Neither 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.