TSX Venture Exchange: VSI
VANCOUVER,
Oct. 31, 2013 /CNW/ - VendTek Systems
Inc. (TSXV: VSI) ("VendTek" or the "Company"), a global transaction
processing company, is pleased to announce that it has reached an
agreement to restructure its business relationship with its partner
in the Middle East, Privinvest
Holding SAL ("Privinvest"), by, among other things, amending the
terms of its exclusive territory rights license agreement with
Privinvest (the "Territory Agreement").
Pursuant to the Territory Agreement, Privinvest
has an exclusive, unlimited, irrevocable licence to use VendTek's
e-Fresh™ software in eleven countries in the Middle East. The Territory Agreement
provided for a total of USD$2.5
Million in cash payments from Privinvest to VendTek spread
over the initial term of 49 months. The parties have amended
the Territory Agreement to, among other changes, remove the license
from one Middle East country and
add it for three African countries.
In addition to amending the Territory Agreement,
VendTek entered into two additional non-exclusive software license
agreements with a company affiliated with Privinvest, to license
its e-Fresh™ software for use in two African countries for a per
transaction royalty fee.
As part of the restructuring, Privinvest and
companies affiliated with it assigned their rights under the
Territory Agreement and the new software license agreements to
Logistics International SAL (Offshore) ("Logistics"), another
company affiliated with Privinvest.
Logistics has agreed to prepay the remainder of
the amounts that are payable to VendTek under the Territory
Agreement by way of payment of USD$300,000 in cash and returning to VendTek
CDN$750,000 of VendTek debt issued on
August 25, 2011 and due on
January 25, 2014 held by Logistics
for cancellation.
This transaction is considered to be a related
party transaction under Canadian securities law because Privinvest
and companies affiliated with it hold in excess of 20% of VendTek's
issued and outstanding shares. However, the transaction is
exempt from the special approval and evaluation requirements under
Multilateral Instrument 61-101, Protection of Minority Security
Holders in Special Transactions ("MI 61-101"), as it is
considered to be an ordinary course of business transaction for the
Company. Also, pursuant to MI 61-101, VendTek advises that
because the transaction has closed within 21 days of the date of
this press release, the material change report in relation to this
transaction will be filed less than 21 days before the
closing. VendTek believes this shorter period is reasonable
and necessary in the circumstances as VendTek wished to complete
the transaction in a timely manner and expedite the receipt of the
consideration from Privinvest.
For more information please contact Samantha White at 604-805-4653 or 1-800-806-4958
or investment@vendteksystems.com.
About VendTek
VendTek is headquartered in Vancouver, British Columbia, Canada, and
develops and licenses automated transaction system software and
supporting technologies that improve the efficiency of product
delivery, reduce costs to clients and offer superior safety
measures. VendTek's customers, its division, Now Prepay and its
subsidiaries are using e-Fresh™ software to build electronic,
prepaid services networks, which enable consumers to purchase
prepaid services via point-of-sale terminals (POS) and self-serve
terminals connected to a central e-Fresh™ server. This system
creates significant value through improved efficiencies compared to
the traditional distribution paradigm. e-Fresh™ reduces shrinkage
and inventory requirements while improving consumer access to
prepaid services by completely eliminating physical cards and
vouchers. For further information please visit the Company's
websites www.vendteksystems.com and www.nowprepay.com.
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 this release.
SOURCE VendTek Systems Inc.