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Offshore Systems International announces that financing to support significant growth and large market opportunities is over-subscribed
Vancouver, Canada -- Offshore Systems International Ltd. (TSX: OSI/OTCBB: OFSYF) today announced that the Company has received subscriptions exceeding the CDN$19.5 million for the private placement (the "financing") initiated March 8, 2005. The terms of the financing preclude the Company from accepting more than CDN$19.5 million.
TSX policies require that OSI obtain shareholder approval for the financing. Consequently, all subscription funds and agreements will be held in escrow with an escrow agent pending receipt of shareholder approval. OSI will seek shareholder approval for the financing at its annual general meeting scheduled for April 8, 2005. During the escrow period, the purchasers will receive interest on the subscription funds. If shareholder approval is obtained, the financing will be closed promptly and accrued interest paid to the purchasers. If shareholder approval is not obtained, the escrow agent will immediately return the subscription funds and accrued interest to the purchasers.
The financing was led by SDS Capital Group SPC, Ltd. as a principal investor. C.E. Unterberg, Towbin acted as exclusive placement agent to offer the securities on a best efforts basis to other institutions and accredited investors. The proceeds of the financing will be used to pursue acquisitions, to increase available cash for operations, and to redeem 57,711 issued and outstanding Class B Series 1 preference shares held by two institutional investors at a cost of approximately CDN$2.9 million. The redemption allows all of the new investors in this offering to be senior in the capital structure.
Details of the Financing Terms are contained in the Company’s press release dated March 8, 2005 available on the Sedar website at www.sedar.com or the Company’s website at www.osl.com.
About Offshore Systems International Limited
Offshore Systems International Ltd. (OSI) is the pioneer in geospatial intelligence and the world leading fleet supplier of electronic chart systems and software for navigation and situational awareness in NATO and allied markets. The Company’s core competency is electronic geography and the production, management and display of many forms of geographic data. The Company provides display systems and data for several defence, government and commercial customers, and conducts its operations through three business units: OSI Navigation Systems (moving map display systems and software), OSI Applications (situational awareness products and services for command and control systems) and OSI Geomatics (digital map and electronic chart data production services: land and marine). OSI’s common shares are listed for trading on the Toronto Stock Exchange (TSX: OSI) and the OTC Bulletin Board (OTCBB: OFSYF). Please visit OSI’s website at www.osil.com for more information and the latest Company updates.
Forward-Looking Statements
This news release contains discussion of items that may constitute forward-looking statements within the meaning of securities laws including Section 27a of the Securities Act of 1933, as amended, and Section 21e of the Securities Exchange Act of 1934, as amended, with respect to achieving corporate objectives, developing additional project interests, OSI’s analysis of opportunities in the acquisition and development of various project interests and other matters. These statements are made under the ‘safe harbour’ provisions of the Private Securities Litigation Reform Act of 1995 and, as such, involve known and unknown risks and uncertainties and other factors that may cause the actual results to be materially different from the results implied herein. Although Offshore Systems International believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurances that its expectations will be achieved. Factors that could cause actual results to differ from expectations include the effects of general economic conditions, changing foreign exchange rates, actions by government authorities, uncertainties associated with contract negotiations, and industry supply.
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