SEB Announces Proposed Equity Financing of Up to $1,001,000 with BBS Securities

January 23, 2012 – TORONTO, ON – Smart Employee Benefits Inc. (“SEB”) (TSX VENTURE:SEB), is pleased to announce it intends to complete an equity private placement of up to $1,001,000 of units; at a purchase price of $0.35 per unit, with each unit consisting of 1 common share of SEB and 1 common share purchase warrant of SEB (the “Share Purchase Warrant”). Each Share Purchase Warrant shall be exercisable for 1 common share of SEB at any time for a four year term from the date of closing at an exercise price of $0.50 in year one, $0.55 in year two, $0.65 in year three, and $0.75 in year four.

SEB has entered into a Finder’s Fee Agreement with BBS Securities Inc. (the “Finder”), pursuant to which the Finder will receive a cash fee of 5% of the gross proceeds raised from subscriptions in the private placement from persons introduced to SEB by the Finder, as well as finder warrants (the “Finder Warrant”) equal to 10% of the number of units of SEB issued with respect to subscriptions by persons introduced to SEB by the Finder. Each Finder Warrant shall be exercisable for a period of two years from the closing date at an exercise price of $0.35 for 1 common share of SEB.

All securities issued in connection with the private placement are subject to a four month hold period from the date of closing.
Proceeds from the private placement will be used for acquisitions and working capital requirements. The private placement is subject to regulatory approval. SEB previously filed for price reservation of this private placement with the TSX Venture Exchange on January 16, 2013.