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Slide #26. Smart Employee Benefits Inc. — Logitek Technology Ltd.
Smart Employee Benefits Inc. (CVE:SEB.CA)
Logitek Technology Ltd.
SEB has reached an agreement to acquire Logitek Technology Ltd. QLogitek shareholders, as part of the purchase price conditions, will receive 6,809,240 SEB shares and 1,000,000 Share Purchase Warrants. The shares will be escrowed over a period of 30 months released in various amounts at 6 month intervals. The Warrants have a term of 42 months and an escalating exercise price every 12 months of $0.45, $0.55 and $0.65 during the first three years of the term. The Warrants are tied to performance parameters over 36 months equating to cumulative revenue and EBITDA targets of $15.0 million and $3.0 million, respectively. The purchase price also includes a five year Convertible Note with an annualized interest rate of 3% and an escalating conversion price of $0.45, $0.55, $0.65, $0.70 and $0.75 from years one through five. SEB will also assume net debt of $72,283 and transfer to the QLogitek shareholders approximately $724, 141 of non-core QLogitek assets. The net purchase price to SEB is approximately $2,766,913.
Smart Employee Benefits is a capital pool corporation engaged in the identification, evaluation, and acquisition of assets, properties or businesses or participation therein subject, in certain cases, to shareholder approval and acceptance by the Exchange.
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