Annoucing Closing Final.pdf

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INVESTORS NEWS

FOR IMMEDIATE RELEASE

Gatekeeper Systems Closes Private Placement

Abbotsford, BC March 6^th, 2015 – Gatekeeper Systems Inc. (“Gatekeeper” or the “Company”) (TSX.V: GSI) announces that it has closed its non-brokered private placement offering as previously announced on February 2and 12, 2015 (the “Offering”), by issuing a total of 2,703,334 units (the “Units”) at a price of $0.15 per Unit, for gross proceeds of $405,500. 

On February 2, 2015, the Company closed the first tranche of the Offering for gross proceeds of $187,500, and on February 26, 2015, the Company closed the second tranche for gross proceeds of $75,000.  The third and final tranche has closed, effective March 5, 2015 for gross proceeds of $143,000.

Each Unit issued under the Offering consists of one common share and one-half of one common share purchase warrant, each full warrant exercisable at $0.25 for a period of 24 months from the date of issue.  Proceeds of the Offering will be used to fulfill the Company’s current backlog of orders, support inventory, and for general working capital.

Finder’s fees paid in connection with the Offering totaled $23,250 in cash, plus 155,000 warrants.  Each finder’s warrant is exercisable to acquire one common share at an exercise price of $0.25 for a period of 24 months from the date of closing.

In connection with the Offering, an officer of the Company has completed a sale of 1,165,083 common shares (not 1,333,333 shares as previously reported) of their personal holdings at a price of $0.15 per share through the facilities of the TSX Venture Exchange.  The proceeds from this sale were used to fund the subscription for 953,334 Units (not 1,333,333 Units as previously reported) at a price of $0.15 per share in the Offering.

Doug Dyment, Chairman and CEO of the Company acquired securities in the Offering. Mr. Dyment’s participation is considered to be a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101”). The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any shares issued to or the consideration paid by such persons exceeded 25% of the Company’s market capitalization.

Securities issued pursuant to the Offering are subject to a four month hold period from the date of the applicable closing, which hold periods expire on June 3, June 27 and July 6 for the first, second and third tranche, respectively. 

About Gatekeeper Systems Inc.

Founded in 1997, Gatekeeper Systems is a leading provider of high-resolution video security and safety systems for mobile applications.  Our industry-leading Incident Management Software synchronizes real-time video, mapping, audio and vehicle sensors to create a total picture of operations. With these technologies, clients can detect, analyze and respond to safety and security threats anytime.

The Company is headquartered in Abbotsford, British Columbia, Canada, and its shares are traded on the TSX Venture Exchange under the symbol “GSI”.

The Company is organized into two divisions:

Deep Development Corp. focuses on law enforcement, military and oil and gas markets – from helping to protect overseas troops flying AC130 Gunships and operating Navy or Coast Guard vessels in extreme environments, to securing potential threats in oil and gas environments. Deep Development’s post-mission analysis software is used to detect, analyze and respond to security threats.

Gatekeeper® mobile video division gives school bus managers tools to see 360 degrees in and around school buses and ensure the safety of the children they transport. These tools include multiple high-resolution color cameras that enhance safety inside the bus, and the Student Protector™ infrared license plate reading system. The Student Protector records the license plates of potentially deadly stop arm violators and issues tickets or citations for revenue sharing with the school district, county and Company. Gatekeeper’s transit bus surveillance system records up to 16 cameras in high resolution, allowing transit managers to view video live from buses or record evidence from all cameras.

For more information visit: www.gatekeeper-systems.com. 

2015-03-06-NR-Annoucing-Closing Final.pdf

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.