Golden Opportunities Fund to acquire Paradigm Consulting from SEB

Smart Employee Benefits Inc. (TSX-V: SEB) has signed a Letter of Intent with Golden Opportunities Fund Inc., a retail labour fund managed by Westcap Mgt. Ltd., to sell 100% of Paradigm Consulting Group Inc.

Golden Opportunities Fund in conjunction with Paradigm’s senior management will acquire Paradigm. The purchase price includes a cash amount, cancellation of $3.0 million of Paradigm preferred shares owned by Golden Opportunities Fund, which are convertible into SEB common shares, and a working capital adjustment.

Closing is targeted for November 30, 2018. SEB intends to use cash proceeds to repay debt of approximately $8.0 million and reduce revolving credit facilities.

Smart Employee Benefits acquired Paradigm Consulting Group in December 2014 for $13.4 million plus additional earnout payment of up to $2.4 million.

Golden Opportunities Fund invested $3 million in preferred shares in Paradigm Consulting Group in March 2018.

photo credit: Paradigm

New Release

SEB SIGNS LETTER OF INTENT TO SELL PARADIGM CONSULTING GROUP

September 24, 2018 – Regina, SK and Mississauga, ON: Smart Employee Benefits Inc. (“SEB” or the “Company”) (TSXV:SEB) announces that on September 18, 2018, it has signed a Letter of Intent with Golden Opportunities Fund Inc. (“Golden”), managed by Westcap Mgt. Ltd., to sell 100% of Paradigm Consulting Group Inc. (“Paradigm”). The acquirer will be Golden in conjunction with Paradigm’s senior management. The purchase price will be shared between Golden and Paradigm management. The purchase price includes a cash amount, cancellation of $3.0 million of Paradigm preferred shares owned by Golden, which are convertible into SEB common shares, and a working capital adjustment. Closing is targeted for November 30, 2018, subject to final due diligence and regulatory and board approval. The cash proceeds from the sale will be used to repay debt of approximately $8.0 million and reduce revolving credit facilities.

States John McKimm, President/CEO/CIO of SEB, “SEB has made the strategic decision to focus on its Canadian Federal Government business and the “InsureTech” sector, leveraging its technological resources and platforms to deliver to corporate and government clients world-class insurance and benefits administration and processing solutions. SEB will retain a strategic business relationship with Paradigm and Golden post-closing, particularly as it relates to opportunities for deployment of SEB’s benefits administration and processing solutions in the Saskatchewan and Manitoba markets.”

About Golden Opportunities Fund

Golden Opportunities Fund (“Golden”) is a Retail Venture Capital fund launched as the first provincial fund in Saskatchewan in 1999 and later in Manitoba in 2009. The Fund is managed by Westcap Mgt. Ltd. Golden invests capital from its 28,000 shareholders in small and medium sized growth companies. Since its inception Golden has invested more than $350 million in 132 different companies impacting local economies, communities and families.

ABOUT SEB SEB’s business is “IT Managed Services”, focused on Business Process Automation and Outsourcing providing software, solutions and services to a national and global client base on multi-year contracts. SEB currently serves corporate and government clients across Canada and internationally. Over 80% of SEB’s revenues derive from government, insurance and healthcare organizations.

INVESTOR CONTACTS:
John McKimm, President/CEO/CIO
Smart Employee Benefits Inc.
Tel: 416.460.2817
john.mckimm@seb-inc.com
www.seb-inc.com

Bill Mitoulas, Investor Relations
Venture North Capital Inc.
Tel: 416.479.9547
billm@venturenorthcapital.com
www.venturenorthcapital.com

Ted Liu

Ted Liu, M.Sc. (Mining), MBA (Finance), is the Editor of Private Capital Journal and CanadaMetals.ca, and former Editor of Canadian Private Equity. Ted has been passionately tracking Canadian private capital industry since 1992, most recently served as Research Director for The Canadian Venture Capital and Private Equity Association (CVCA). Ted was the architect of CVCA infobase, and is the architect of CPE Media's Financings.ca, the most sophisticated and advanced all private capital and public market financing database.