Smart Employee Benefits Inc. (fka SEBFF)

[Louied91]

$SEBFF Smart Employee Benefits Announces Partial Sale of Paradigm Investment

https://www.globenewswire.com/news-release/2022/04/25/2428124/0/en/Smart-Employee-Benefits-Announces-Partial-Sale-of-Paradigm-Investment.html

MISSISSAUGA, Ontario, April 25, 2022 (GLOBE NEWSWIRE) -- Smart Employee Benefits Inc. (“SEB” or the “Company”) (TSXV: SEB) (OTCQB: SEBFF), an Insurtech provider of cloud based, end-to-end IT and Benefit Processing solutions for the life and group benefits marketplace and government, announces an 8.04% partial sale of its investment in Paradigm, a business consulting firm based in Saskatchewan (the “Transaction”). SEB continues to own approximately 16% of Paradigm.

SEB disposed of 804,000 Class “A” limited partnership units (“LP Units”) of Paradigm Consulting Group LP (“Paradigm LP”) for $1.155 per unit (i.e., $928,620.00) and 1,000 Class “A” Shares (“GP Shares”) of Paradigm Consulting Group GP Inc. (“Paradigm GP”) for $0.01 per share (i.e., $10.00), being aggregate gross proceeds of $928,630.00 (the “Sale Proceeds”). The LP Units and GP Shares were repurchased for cancellation by Paradigm LP and Paradigm GP, respectively. The Sale Proceeds were paid in cash and will be used by SEB for working capital purposes.

SEB acquired Paradigm Consulting Group Inc. in March, 2015. At the time, Paradigm Consulting Group Inc. was considered a strategic acquisition that would expedite SEB's growth in the area of health care and benefits administration in Saskatchewan and Manitoba. The economy of Saskatchewan and Manitoba suffered as oil prices declined and the budgets for the targeted projects were canceled. In July, 2019, SEB sold 75% of its interest in Paradigm Consulting Group Inc. to Paradigm management and a Saskatchewan based venture fund. At that time Paradigm Consulting Group Inc. was also converted into a limited partnership structure with SEB maintaining its stake in the Paradigm LP at $1.00 per LP Unit and in Paradigm GP at $0.01 per GP Share. Subsequently, Paradigm management exercised an option to acquire a further 1.96% of SEB's 25% holdings. Pursuant to the Transaction, SEB has sold a further 8.04% of its holdings back to Paradigm for cancellation; however, SEB continues to own approximately 16% of each of Paradigm LP and Paradigm GP, with no immediate plans to sell. SEB continues to work closely with Paradigm on multiple business opportunities and the CEO of SEB remains a Director of Paradigm GP.

States John McKimm, SEB’s President and CEO, “Paradigm is a strong, growing business. It is performing well and has excellent growth opportunities. While SEB believes strongly in the future of Paradigm, it no longer has the strategic fit it did when SEB first acquired it in 2015. The redemption of the LP Units and GP Shares provides room for Paradigm to increase its employee ownership over time without increasing the number of outstanding securities beyond the original 10,000,000 LP Units and 10,000 GP Shares.”

The Transaction may involve a Non-Arm’s Length Party (as such term is defined in the policies of TSX Venture Exchange) in that John McKimm is a director and Chief Executive Officer of SEB and also one of four Paradigm GP directors. As such, the Transaction was approved by a resolution of the Company’s board of directors and Mr. McKimm abstained from voting. The Company also obtained the requisite TSX Venture Exchange approval for the Transaction.