VSI

Pursuant to a subscription agreement entered into with VendTek Systems Inc. (TSX
VENTURE:VSI) ("VendTek") on September 18, 2012, Privinvest Offshore SAL
(Holding) ("Privinvest") acquired by way of private placement in reliance on the
minimum amount investment exemption (the "Offering") 860 debenture units (the
"Debenture Units") issued by VendTek. Each Debenture Unit consists of one 6%
unsecured convertible debenture of VendTek having a principal amount of $1,000
(the "Debentures") and common share purchase warrants (each, a "Warrant") to
purchase common shares of VendTek (the "Common Shares"). The Debenture Units
will result in Privinvest acquiring an aggregate of $860,000 principal amount of
Debentures and 7,818,181 Warrants. 


The Debentures will each mature on the date that is two years from the closing
of the Offering and entitle the holder thereof to acquire one Common Share at a
price of $0.11 per common share on conversion. Each Warrant is exercisable for
two years from the closing of the Offering to acquire one Common Share at a
price of $0.15 per common share.  


As a result of the Offering, Privinvest owns and exercises control over an
aggregate of 19,203,833 Common Shares, $750,000 principal amount of convertible
debentures of VendTek, the Debentures and 11,944,847 Warrants, representing
approximately 40.83% of the issued and outstanding Common Shares (assuming the
conversion of $750,000 principal amount convertible debenture of VendTek at a
price of $0.64 per share, the conversion of the Debentures and the exercise of
all of the Warrants). 


Privinvest is acquiring the Debenture Units for investment purposes only.
Depending on market and other conditions, Privinvest may from time to time in
the future increase or decrease its ownership, control or direction over, or
exercise its current rights to acquire, the Common Shares or other securities of
VendTek, through market transactions, private agreements or otherwise.

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