DIL
28/08/2012 08:30
GENERAL
REL: 0830 HRS Diligent Board Member Services INC (NS)
GENERAL: DIL: Diligent Note Receivable from SSH, LLC Prepaid in Full
Diligent Board Member Services, Inc. (the "Company") is pleased to announce
that as of August 27th, 2012, it has received payment in cash for the full
principal amount plus accrued interest of its $US 3,198,224 Note receivable
from Services Share Holding, LLC ("SSH LLC", the Company's predecessor
entity). The Note receivable (the "Note") represents amounts due from SSH
LLC under the Promissory Note and Security Agreement, dated October 1, 2007,
as amended by the Prepayment and Amendment Agreement entered into in February
2010 and approved by the Company's stockholders in June 2010.
With this payment, SSH LLC has satisfied all of its obligations under the
Note. Furthermore, the Company will release the remaining shares pledged as
security of the Note.
Diligent's Chairman, David Liptak, commented on the transaction, "We are
delighted to accept full payment and retire the Note in full ahead of the
October deadline. There has been significant value accrued to the company and
its shareholders over the course of the repayment of the Note, and we are
very pleased with the end result."
Note background:
On December 31, 2008, the contractual outstanding loan balance was $US
7,161,791. The Note was secured by 25,000,000 shares of the Company's stock
which were pledged as collateral by members of SSH LLC. A portion of the
pledged shares were subsequently sold by SSH LLC in order to obtain funds for
interest due on the Note.
On June 8 2010, SSH LLC completed a significant prepayment transaction. The
transaction involved two prepayments, one being a cash payment of $US
1,010,430 and the second being the surrender to DIL by SSH LLC of 11,650,000
shares of Diligent common stock pledged by SSH LLC as security for the Note
in exchange for a credit against the Note of $US 3,075,676. The surrendered
shares were retired by Diligent, reducing the number of outstanding shares of
Diligent common stock by 11,650,000 shares.
On June 30, 2012, the Note had a principal balance of $US 3,071,563, and was
scheduled to mature on October 1, 2012 and bore interest at 6.5%, payable
annually on January 1 of each year. The Note was secured by 4,796,786 shares
of Diligent common stock held by SSH LLC and one of its members. On August
27th, 2012, Diligent received payment in cash for the full principal amount
plus accrued interest from SSH LLC and retired the Note.
Enquiries regarding the foregoing should be directed to:
Steven Ruse
Chief Financial Officer
Diligent Board Member Services
Email: [email protected]
Phone: 973-939-9432
End CA:00226521 For:DIL Type:GENERAL Time:2012-08-28 08:30:17
