Essex Angel Capital Inc. Announces Initial Closing of Private Placement
March 20, 2012 10:14 ET
Essex Angel Capital Inc. Announces Initial Closing of Private Placement
TORONTO, ONTARIO--(Marketwire - March 20, 2012) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Further to its press release dated January 23, 2012, Essex Angel Capital Inc. (TSX VENTURE:EXC) (the "Corporation") is pleased to announce the closing of the first tranche (the "First Tranche") of its previously announced non-brokered private placement (the "Private Placement") of up to 10,000,000 Units in the capital of the Corporation (the "Units") at a price of $0.05 per Unit for gross proceeds of up to $500,000. Each Unit consists of one common share in the capital of the Corporation (a "Common Share") and one Common Share purchase warrant (a "Warrant"). Each Warrant shall entitle the holder thereof to purchase one Common Share (a "Warrant Share") at an exercise price of $0.10 at any time prior to 5:00 p.m. (Toronto time) on the day that is 18 months from the closing date of the applicable tranche of the Private Placement. The Corporation issued 4,600,000 Units on March 19 for gross proceeds of $230,000. The Corporation paid $5,500 as a finder's fee and issued 110,000 finder's compensation options to Wolverton Securities Ltd. Each compensation option is exercisable to acquire one Common Share at a price of $0.10 for a period of 18 months from the date hereof. The Common Shares, the Warrants and the Warrant Shares issuable on exercise of the Warrants will be subject to a four month and one day hold period in accordance with applicable Canadian securities laws. The closing of the First Tranche is subject to the final approval of the TSX Venture Exchange. The Corporation continues to seek investment for closing additional tranches of the Private Placement. The net proceeds will be used to identify, evaluate and fund investments and for working capital and general corporate purposes.
Officers of Essex Angel Capital Inc. Julian Hawkins, Chief Financial Officer and Michael Labiak, Chief Operations Officer, purchased 100,000 Units and 1,020,000 Units, respectively. The purchases of Units by Messrs. Hawkins and Labiak are related party transactions pursuant to Multilateral Instrument 61-101, Protection of Minority Holder in Special Transactions ("MI 61-101") and are exempt from the formal valuation and minority approval requirements of MI 61-101 pursuant to subsections 5.5(b) and 5.7(b) of MI 61-101.
This news release does not constitute an offer to sell or solicitation of an offer to sell any of the Common Shares in the United States. The Common Shares 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 or to a U.S. Person unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
This press release contains certain forward-looking statements about the Corporation's future plans and intentions. Wherever possible, words such as "may", "will", "should", "could", "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict" or "potential" or the negative or other variations of these words, or similar words or phrases, have been used to identify these forward-looking statements. These statements reflect Management's current beliefs and are based on information currently available to management as at the date hereof. Forward-looking statements included or incorporated by reference in this press release include statements with respect to the intended use of proceeds of the Private Placement.
Forward-looking statements involve significant risk, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. These factors should be considered carefully and readers should not place undue reliance on the forward-looking statements. Although the forward-looking statements contained in this press release are based upon what management believes to be reasonable assumptions, the Corporation cannot assure readers that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this press release, and the Corporation assumes no obligation to update or revise them to reflect new events or circumstances, except as required by law.
Neither TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.