FNDS3000 Corp Announces Execution of $2.5 Million Equity Financing Agreement

First Tranche of $1 Million Priced at Premium to Market

Oct 20, 2010, 09:14 ET from FNDS3000 Corp

JACKSONVILLE, Fla., Oct. 20 /PRNewswire-FirstCall/ -- FNDS3000 Corp (OTC Bulletin Board: FDTC), an international prepaid processing company currently introducing electronic payment solutions to the South African market, today announced the signing of a $2.5 million non-brokered equity financing agreement that is intended to be closed in four tranches over a nine month period.  The first tranche of $1 million was closed on October 19, 2010; the three follow-on financings, equal to $500,000 each, are scheduled to occur on or about January 31, 2011, April 1, 2011 and July 1, 2011.

The financing was led by Sherington Holdings, LLC, a private investment company, with participation by other current accredited shareholders of FNDS3000. Raymond Goldsmith, Chairman and CEO of FNDS3000, also serves as Chairman and CEO of Sherington Holdings, LLC. Collectively, Sherington and Goldsmith purchased approximately 99% of the initial $1 million private placement.

The terms of the initial $1 million financing provided for the sale of 5,714,286 restricted shares of FNDS3000's common stock to the investors at a price of $0.175 per share; and the issuance of a two-year warrant to purchase up to 5,714,286 restricted shares of common stock at an exercise price of $0.175 per share.  

"This financing, in conjunction with recently announced cost-saving initiatives, represent mission-critical elements of our strategy to support and accelerate the ongoing production roll-out of our prepaid card solutions to the South African market.  In view of our shared belief that FNDS3000's prevailing share price is not reflective of the intrinsic value in the Company, Sherington's decision to lead this first $1 million investment at a premium to the current market price for our stock demonstrates the strong level of confidence it has in FNDS3000's ability to execute our business model and deliver strong performance over time," noted Goldsmith.

Terms of the follow-on financings provide for the investors to purchase shares of common stock at the lesser of $0.175 or the average trading price of the Company's common stock for the ten trading days prior to the closing date of each financing.  Although the investors are contractually obligated to purchase $500,000 of common stock in each of the scheduled follow-on financing transactions, the actual amount to be raised will be determined by the Board of Directors based on the financing needs of the Company at that time.  In addition, for each share purchased, the investors shall receive a two-year warrant to buy one share of common stock, exercisable at 200% of the offering price of shares related to each follow-on financing transaction.

Continuing, Goldsmith added, "Now that we have effectively satisfied our working capital requirements for the coming year, we are now free to concentrate solely on implementing business-building strategies aimed at securing FNDS3000 leadership in the global prepaid card market."

The Company has offered and sold and will offer and sell the Common Stock and Warrants in the above noted financings to qualified accredited investors in transactions exempt from the registration requirements of the Securities Act of 1933, as amended, and have not been registered under the Securities Act or any state securities laws.  This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities.

About FNDS3000 Corp

Headquartered in the U.S. with operations in South Africa, FNDS3000 Corp is engaged in executing a series of international growth initiatives designed to position the Company as a major player in the world's fastest growing payment card segment: prepaid cards.  Given that 40% of the adult population in South Africa is currently unbanked or underbanked, FNDS3000's initial focus has concentrated on offering tailored prepaid card programs and services to business customers in this developing prepaid market, including network branded and closed loop programs that support employee payroll, insurance, medical aid, gift cards, prepaid cellular charges and small-scale international transfer of funds. The Company provides these programs and services through a proven, proprietary U.S. processing platform that has been designed for international and cross border capability.  For more information, please visit www.fnds3000.com, or follow us on Twitter @_FNDS3000.  

Forward Looking Statements

Matters discussed in this press release contain forward looking statements.  Investors are cautioned that such forward looking statements involve risk and uncertainties, which could significantly impact the actual results, performance, or achievements of the Company.  Such risks and uncertainties include, but are not limited to, the potential loss of our relationships with each of the parties that sponsor our cards and banks that manufacture, issue, and own the cards; the loss of our service providers; security breaches of our electronic information; the inability to raise sufficient capital to fund its operations; and other risks as may be detailed from time to time in the Company's periodic reports filed with the Securities and Exchange Commission.  The Company assumes no obligation to publicly update or revise its forward looking statements even if experience or future events make it clear that any of the projected results expressed or implied herein will not be realized.