Westcap’s GOF and management acquire 75% of Paradigm Consulting for $7.5M

Smart Employee Benefits Inc. (TSX-V: SEB) has completed its previously announced sale of Paradigm Consulting Group Inc.

SEB closed the sale of 75% of Paradigm operating assets, with 58.6% going to Golden Opportunities Fund Inc. (GOF), a labour-sponsored retail venture capital fund managed by Westcap Mgt. Ltd., and 16.4% going to Paradigm management.

The purchase price included a cash amount of approximately $4.5 million, cancellation of $3.0 million of Paradigm preferred shares owned by Golden, which were convertible into SEB common shares, and an adjustment for working capital and pre-close earnings.

Smart Employee Benefits had previously intended to sell 100% of Paradigm Consulting Group to GOF and Paradigm management.

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

photo credit: Paradigm Consulting Group

News Release

SEB Completes Sale of Paradigm

July 17, 2019 – Mississauga, ON: Smart Employee Benefits Inc. (“SEB” or the “Company”) (TSXV: SEB) announces that it has completed the sale of Paradigm Consulting Group Inc. (“Paradigm”).

SEB closed the sale of 75% of Paradigm operating assets, with 58.6% going to Golden Opportunities Fund Inc. (“Golden”), a retail venture capital fund managed by Westcap Mgt. Ltd., and 16.4% going to Paradigm management. The purchase price included a cash amount of approximately $4.5M, cancellation of $3.0M of Paradigm preferred shares owned by Golden, which were convertible into SEB common shares, and an adjustment for working capital and pre-close earnings. In exchange for Golden relinquishing the convertibility and earnings bonus features of the preferred shares, the Company issued to Golden 1,000,000 warrants to acquire 1,000,000 SEB common shares at an exercise price of $0.30 per share with a term of four years from the date of closing. The warrants are subject to a four-month hold period expiring on November 4, 2019.

Paradigm was originally acquired in 2015 to facilitate a local footprint in Saskatchewan and Manitoba for multiple RFP bids in both technology and benefits processing. SEB maintains its local presence with a 25% equity interest in Paradigm and continues to partner with Paradigm on new business opportunities. The proceeds from the sale of 75% of Paradigm will be more optimally utilized to repay SEB’s debt and for working capital.

About SEB

SEB is a Business Process Automation and Outsourcing Technology Company providing software, solutions and services to a national and global client base. SEB has a specialty growth focus in cloud enabled SaaS processing solutions for managing employer and government sponsored benefit plans on a BPO (Business Processing Outsourcing) business model, globally. This is a major growth focus, SEB currently serves corporate and government clients across Canada and internationally. Over 80% of SEB’s revenues derive from government, insurance and healthcare organizations. SEB’s technology infrastructure of over 650 multi-certified technical professionals, employee and contract, across Canada and globally, is a critical competitive advantage in supporting the implementation and management of SEB’s Benefits Processing Solutions into client environments. SEB’s Benefits Processing Solutions can be game changing for SEB clients. The core expertise of SEB is automating business processes utilizing SEB proprietary software solutions combined with solutions of third parties through joint ventures and partnerships. SEB’s client acquisition model in benefits processing is “Channel Partnerships” where SEB processing solutions both improve cost structures and enable new revenue models for Channel Partners and clients. All SEB solutions are cloud enabled and can be delivered on a SaaS platform. SEB solutions turn cost centers to profit centers for our Benefits Processing Channel Partners.

For further information about SEB, please visit www.seb-inc.com.

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All figures are in Canadian dollars unless otherwise stated.

Media and Investor Contact
John McKimm
President/CEO/CIO
Office (888) 939-8885 x 2354 Cell (416) 460-2817 john.mckimm@seb-inc.com

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

Ted Liu

Ted Liu, M.Sc. (Mining, Queen's), MBA (Finance, Toronto), is the Editor of Private Capital Journal, CanadaMetals.ca, TechWire.ca, and the former Editor of Canadian Private Equity. Ted has been passionately tracking Canadian private capital industry since 1992, having most recently served as Research Director for The Canadian Venture Capital and Private Equity Association (CVCA).

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