Our Platform

Capiche brings the private placement process online

Klaza Project – Image courtesy Rockhaven Resources Ltd.

What it is

Capiche provides issuers a fully-integrated secure web-based platform that brings the private placement process online. Capiche quickly and efficiently generates all required documentation and effectively coordinates interactions with investors and those referring investors to the financing. The platform guides the transaction to completion from setting the terms and preparing a closing agenda, to filing the report of exempt distribution.

Applicable securities laws and stock exchange policies are constantly changing and increasingly complex yet private placements continue to be completed using a paper-based manual process. As a result, significant time, expense and expertise are required to undertake and complete a private placement. Those that are undertaken, as a practical matter, remain open only to a limited number of accredited investors and those closely connected with the issuer. Until recently, the opportunity to purchase securities by way of private placement was largely limited to institutional investors and high-net-worth individuals. Recent changes in Canadian securities laws have expanded the circumstances in which ordinary investors can participate in such financings.

Issuers, investors and all other participants benefit from Capiche. The platform ensures that the private placement process is fully understood by all users and tailored to their circumstances. Everyone has full confidence that the private placement is effected in full compliance with securities laws and that confidential information remains confidential. More of the monies raised are available to the issuer for furthering corporate objectives and thereby increasing shareholder value.

How it works

REGISTER AS USER

Create your username and password to access Capiche

1

COMPLETE ISSUER PROFILE

Select issuer you represent and review, confirm and supplement pre-populated information relating to issuer to create issuer profile

2

SETUP PRIVATE PLACEMENT

Enter terms and other details of private placement including jurisdictions where securities will be offered and exemptions from prospectus requirement that subscribers may rely upon to create private placement

3

Establish Working Group

Enter the details of working group members and share administration responsibilities with one or more members as appropriate, which are then invited to register as user to access Capiche

4

SETTLE PRE-CLOSING DOCUMENTS

Review, settle and process Capiche-generated pre-closing documentation and attend to pre-closing tasks, including board approval, news release, stock exchange notice and form of subscription agreement

5

Launch Private Placement

Disseminate news release announcing offering and invite potential subscribers in news release, offering page on issuer’s website and e-mail sent by or on behalf of issuer, all of which have links for subscribing

6

Track Subscriptions

Track status of subscriptions received through platform (subscriptions can also be entered manually by issuer) in real time and correspond with subscribers keeping them updated on status of closing

7

Close Private Placement

Review, settle and process Capiche-generated closing documentation and attend to closing tasks, including board approval, subscription agreements, treasury order and share certificates

8

Attend to Post-Closing Matters

Review, settle and process Capiche-generated post-closing documentation and attend to post-closing tasks, including news release announcing, stock exchange final filing, reports of exempt distribution and closing book

9

Benefits

CONTROL
  • Issuer representatives understand the process and have command of the private placement
  • Subscribers understand subscription process and have control over their subscription
EFFICIENCY
  • Fewer resources required to complete the private placement
  • Subscribers conveniently and quickly complete subscriptions online
COST OF CAPITAL
  • Greater portion of proceeds available for furthering corporate objectives and creating shareholder value
TAILORED DOCUMENTATION
  • Documentation tailored to issuer, terms of private placement and details of each subscriber
  • Documentation current with applicable securities laws and stock exchange policies
  • Electronic closing books automatically generated post-closing
Guidance
  • Step-by-step guidance through the entire private placement process
Compliance
  • Ensures all regulatory filings prepared and filed on time
  • Compliance with all current applicable securities laws and stock exchange policies ensured
Tracking Subscribers
  • Subscribers subscribe electronically through link from issuer’s website, news release or other communication sent by or on behalf of issuer
  • Status of subscriptions tracked in real time
Security
  • Secure hosting facility located in Canada
  • Strong SSL encryption and other state-of-the-art technologies
Working Group
  • Facilitates working group interactions, including legal and financial advisors
  • Legal counsel able to focus on higher value services
  • Market intermediaries able to focus on bringing in potential subscribers
Expanded Reach
  • Recent changes to securities laws broaden the pool of potential subscribers who are able to participate in private placements
  • Capiche facilitates access to these potential subscribers and processing their subscriptions at thresholds that were previously impractical