Synodon Inc SYXXF

Gentlemen - We have NEWS tonight -

[homeboy14]

Marketwired - June 11, 2015 - 7:08 PM EDT

EDMONTON, ALBERTA--(Marketwired - June 11, 2015)

- NOT FOR DISTRIBUTION IN THE UNITED STATES
OR DISSEMINATION OVER UNITED STATES NEWSWIRE SERVICES

Synodon Inc. ("Synodon" or the "Company") (TSX VENTURE:SYD) is pleased to announce that it has filed a preliminary short form prospectus in each of the provinces of Canada relating to a rights offering (the "Rights Offering") to subscribe for Class A voting shares of Synodon (the "Common Shares") for gross proceeds of up to approximately CDN $4.21 million. The Company has also concurrently filed a registration statement on Form F-7 with the Securities and Exchange Commission in the United States relating to the Rights Offering.

The record date and the expiry date for the Rights Offering will be determined at the time of filing a final short form prospectus. Holders of Common Shares that fully exercise their rights will be entitled to subscribe for additional Common Shares, if available, that were not subscribed for by other rights holders. The rights will be exercisable for at least 21 days following the date of mailing of the final short form prospectus. The Rights Offering is subject to regulatory approval, including the approval of the TSX Venture Exchange (the "TSXV").

Before a shareholder exercises his, her or its rights, the shareholder should read the prospectus that the Company has filed in Canada and in the United States with the Securities and Exchange Commission, as well as the documents that are incorporated by reference herein, for more complete information about the Company and the Rights Offering. Shareholders may obtain copies of these documents free of charge by visiting SEDAR at www.sedar.com or EDGAR at www.sec.gov. Alternatively, copies of these documents may be obtained by contacting the Company at [phone].

Synodon is also pleased to announce that it has entered into an amending agreement to its previously announced Bridge Loan with Cranberry Capital Inc. ("Cranberry") and that Cranberry and the Corporation have agreed to extend the maturity date by two years until March 31, 2018, reduce the interest rate from 12% to 6% and also amend the use of proceeds of the Rights Offering such that the Corporation can use the net proceeds for general working capital as opposed to having to pay down the Bridge Loan.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of securities, in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, state or jurisdiction. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and may not be offered or sold within the United States, unless an exemption from such registration is available.

Synodon Inc. (www.synodon.com) is a technology company that has developed an advanced airborne remote gas sensing system called realSens™, based on technologies developed under the Canadian Space Program and by Synodon scientists. The company currently provides advanced airborne pipeline integrity management services to the oil and gas sector through a suite of services including natural gas and liquid hydrocarbon leak detection, pipeline threat assessments, and waterway crossings analysis among others.

Synodon Inc.
Paul van Eeden
Executive Chairman
Phone: [phone]


Read more athttps://www.stockhouse.com/news/press-releases/2015/06/11/synodon-files-preliminary-rights-offering-prospectus#cQ0qLlFjuJPhxzT7.99

[nostril]

For me, the impending equity raise was always the dark cloud hanging over syd. At least now, if they can get it to work, the focus can shift to the company's prospects. Negatives from the statement: - This is a big intended rights offering relative to the market cap of the stock. If you don't have the spare cash to take up your rights, you'll get heavily dilluted. - The extension

[homeboy14]

One other concern about this gets to me.... You must all read the disclosures at Sedar to know; can't state it here. Best to all. HB14

[nostril]

Very interesting. I assume you are refering to the following: - the rights offering is at a 50% discount to the current value of the stock, meaning a potential doubling of the sharesP - PvE has indicated he plans to exercise his rights in respect of his current 22% ownership. If no one else takes up the rights offering he can also take up their rights and could potentiall end up

[homeboy14]

that + 1 item .......  if breakdown, ... then what ?

[nostril]

homeboy14, I struggling here. Is it the fact that the risk factors mention that it if can't raise the cash, then it may not have enough cash to keep operating? For what its worth, I think it will get the cash from PvE if it doesn't come from other shareholders. And in the process, he will take possession of more than half the company.... N