June 11, 2014 – TORONTO, ON - Smart Employee Benefits Inc. (“SEB”) (TSX VENTURE:SEB), is a technology company providing “business processes software solutions and services” to corporate and government clients with specialty practices focused on “managing group benefit solutions and health claims processing environments.” SEB is pleased to announce that its wholly-owned subsidiary, SOMOS Consulting Group Ltd. (“SOMOS”), has acquired 100% of Stroma Service Consulting Inc. (“Stroma”), a company providing consulting services to various clients including the Government of Ontario.
TRANSACTION TERMS: SOMOS acquired 100% of the shares of Stroma for $650,000 in cash; $250,000 in promissory notes paying interest at an annualized rate of 3% with annual principal repayments over a 3 year period and convertible into shares of SEB at $0.50, $0.60 and $0.70 per common share of SEB in years one, two and three, respectively; and the issuance of 1,125,000 shares of SEB. In connection with the transaction, 700,000 warrants were granted to Mark Sherry, who will continue in his role as President of Stroma, and 300,000 warrants, in the aggregate, were granted to other employees of Stroma. The warrants have a four year term and are exercisable at $0.50, $0.55, $0.60 and $0.70 per common share of SEB in years one, two, three and four of the term, respectively.
MANAGEMENT COMMENTS: States John McKimm, President/CEO/CIO of SEB, “Stroma’s deep ITIL experience and stellar references adds to our growing Canadian presence, particularly in Ottawa and Toronto. This acquisition is in line with our focus on deepening client relationships in government and healthcare. Stroma has a history of profitability and brings unique expertise that adds to the suite of solutions and services that enhance SEB’s healthcare and SOMOS technology offerings to corporate and government sectors. Stroma client references significantly enhance the SEB group’s ability to respond to business opportunities.”
ABOUT STROMA: Stroma provides software, consulting, and training services as an IT Service Management company. Stroma’s client base is in both Canada and the US. Significant clients include various Canadian health ministries along with other government departments. Stroma has completed a number of successful healthcare projects, has relevant security clearances, many valuable corporate and government project references and key vendor arrangements with both corporate and government clients. Stroma’s sales have historically tracked in the $6.0 million to $7.0 million range.
ABOUT SEB: SEB is a technology company providing software, solutions and services specializing in managing group benefit solutions and healthcare claims processing environments for corporate and government clients. Health Claims Processing alone is a $60.0 plus billion industry, of which over $37.0 billion is employee group benefit plans and over $25.0 billion of other healthcare benefit claims (e. g. workers’ compensation claims, travel benefits, various federal and provincial government programs, dental associations, drug associations, etc.). In the employee group benefits industry, SEB operates as a Third Party Administrator and Insurance Brokerage utilizing its software platform to provide “totally hosted PCI compliant supply chain solutions” for managing the complete group benefits business processes between insurers, clients, brokers, consultants, technology service providers and healthcare service providers. In healthcare claims processing, SEB also operates as a systems integrator utilizing its technology platform together with other technologies to provide customized, fully integrated solutions for specialized environments (e.g. travel claims, student benefits, hospitals, unique government applications etc.). The technology and expertise deployed in this area also allows SEB to provide other related supply chain, systems integration and human resource solutions and services to the same clients.
This news release is intended for information purposes only. Statements made in this news release may contain “forward looking” information about the company’s future business prospects. These statements while expressed in good faith and believed to have a reasonable basis are subject to risk and uncertainties that could cause actual results to differ materially from those set forth or implied by such forward looking statements. Investors should consult a professional advisor before making any investment decision.
For further information about SEB, please visit www.seb-inc.com.
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