Versatile Completes Convertible Loan

Versatile Completes Convertible Loan
  
 

MECHANICSBURG, PENNSYLVANIA--(Marketwired - Jan 16, 2014) - Versatile Systems Inc. (TSX-VENTURE:VV) ("Versatile" or the "Company") today announced that, further to its news release of December 23, 2013, it has completed the previously announced convertible loan with Bertrand des Pallieres and SPQR Capital Holdings SA (the "Convertible Loan").

Mr. des Pallieres, a director and significant shareholder of the Company, and SPQR Capital Holdings SA, a corporation controlled by Mr. des Pallieres, (together, the "Lenders") have loaned the Company an aggregate of $648,820 in the form of the Convertible Loan, bearing an interest rate of 14% per annum and due two years from the date of advance. The principal of the Convertible Loan is convertible at the option of the Lenders into common shares of the Company at a conversion price as follows: (a) if the Company's previously announced 10 for 1 consolidation (the "Consolidation") has not been completed, at a conversion price of $0.05 per share until the first anniversary of closing and $0.10 per share thereafter; and (b) following completion of the Consolidation at a conversion price of $0.35 per share (equal to $0.035 per share pre-Consolidation). The variable conversion price is necessary to comply with the $0.05 minimum price rules of TSX Venture Exchange. If the Consolidation is completed and all of the principal of the Convertible Loan is converted, the Company will be required to issue the equivalent of 18,537,714 pre-Consolidation common shares to the Lenders. The Convertible Loan is secured by a general security agreement under which the Company has granted the Lenders a security interest over the assets of the Company. The Convertible Loan and any common shares issued upon the conversion of the Convertible Loan, will be subject to a 4-month hold period from the date of the Convertible Loan.

About Versatile

Versatile is a multi-disciplinary technology company with solutions across the mobile, digital signage, IT infrastructure, software and hardware landscape. The company's products are utilized by Fortune 500 companies, leading financial institutions, large and small retail organizations. For more information please visit www.versatile.com.

Forward-Looking Statements

This document may contain forward-looking statements relating to Versatile's operations or to the environment in which it operates, which are based on Versatile's operations, estimates, forecasts and projections. These statements include the closing of the Rights Offering and the completion of the Consolidation. These statements are not guarantees of future performance and involve risks and uncertainties that are difficult to predict or are beyond Versatile's control. A number of important factors including those set forth in other public filings could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Consequently, readers should not place any undue reliance on such forward-looking statements. In addition, these forward-looking statements relate to the date on which they are made. Versatile disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

Neither TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

© 2013 Versatile Systems Inc. All rights reserved.

Versatile Systems Inc.Kenny KahnChief Executive Officer(717) [e-mail]