/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE
SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES/
ST.
ALBERT, AB, Feb. 26,
2024 /CNW/ - Enterprise Group, Inc. (TSX: E) (OTCQB:
ETOLF) (the "Company" or "Enterprise"), a
consolidator of services to the energy sector that is focused
primarily on specialized equipment rental, announces today that it
has entered into an agreement with Acumen Capital Finance Partners
Limited (the "Underwriter"), pursuant to which the
Underwriter has agreed to purchase, on a bought deal basis,
5,882,350 units of Enterprise (the "Units") at a price of
$0.85 per Unit for gross proceeds to
the Company of approximately $5,000,000 (the "Offering").
Each Unit will be comprised of one common share in the capital
of the Company (a "Common Share") and one-half of one Common
Share purchase warrant (each whole Common Share purchase warrant, a
"Warrant"). Each Warrant will be exercisable to acquire one
additional Common Share (a "Warrant Share") for a period of
24 months following the closing of the Offering (the
"Closing") at an exercise price of $0.95 per Warrant Share, subject to adjustment in
certain events.
The Company intends to use the net proceeds of the Offering to
expand its fleet of rental equipment with an emphasis on low
emission mobile power systems and for general corporate
purposes.
Closing of the Offering is expected to be on or about
March 12, 2024 and is subject to
certain conditions including, but not limited to, the receipt of
all necessary approvals, including the approval of the Toronto
Stock Exchange and the applicable securities regulatory
authorities.
The Units to be issued under the Offering will be offered to
purchasers pursuant to the listed issuer financing exemption under
Part 5A of National Instrument 45-106 – Prospectus
Exemptions to purchasers in British
Columbia, Alberta,
Saskatchewan, Ontario, and Quebec, and in the
United States to "Qualified Institutional Buyers" on a
private offering basis pursuant to an exemption under Rule 144A or
such other manner as to not require registration under the United
States Securities Act of 1933, as amended, and in such other
jurisdictions outside of Canada
and the United States, in each
case in accordance with all applicable laws, provided that no
prospectus, registration statement or similar document is required
to be filed in such jurisdictions. The Units will not be subject to
resale restrictions pursuant to applicable Canadian securities
laws.
There is an offering document relating to the Offering that can
be accessed under the Company's SEDAR+ profile at
www.sedarplus.com. Prospective investors should read the offering
document before making an investment decision.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any securities in the United States or any other jurisdiction in
which such offer, solicitation or sale would be unlawful. No
securities may be offered or sold to, or for the account or benefit
of persons in the United States or
to any U.S. persons in which such offer or sale would be unlawful
absent registration or an available exemption under the U.S.
Securities Act of 1933, as amended (the "U.S. Securities
Act"), and compliance with or exemption from any applicable
state securities laws. "United States" and "U.S. persons" shall
have the meaning given to them in Regulation S under the U.S.
Securities Act.
About Enterprise Group, Inc.
Enterprise Group, Inc. is a consolidator of services-including
specialized equipment rental to the energy/resource sector. The
Company works with particular emphasis on systems and technologies
that mitigate reduce or eliminate CO2 and Greenhouse Gas emissions
for itself and its clients. The Company is well known to local Tier
One and international resource companies with operations in
Western Canada. More information
is available at the Company's website www.enterprisegrp.ca.
Corporate filings can be found on the Company's SEDAR+ profile at
www.sedarplus.com.
Forward-Looking Information
Certain statements in this press release constitute
"forward-looking information" and "forward-looking statements"
(collectively, "forward-looking statements") within the meaning of
applicable Canadian securities laws and are based on assumptions,
expectations, estimates and projections as of the date of this
press release. Forward-looking statements in this press release
include statements with respect to, among others, the Company's
business strategy, plans and other expectations, beliefs, goals,
objectives, and information and statements about possible future
events, including the intended use of proceeds from the Offering,
the expected closing date of the Offering and the approval of the
Toronto Stock Exchange and any other regulatory approvals with
respect to the Offering. Forward-looking statements are often, but
not always, identified by words or phrases such as "expects", "is
expected", "anticipates", "believes", "plans", "projects",
"estimates", "assumes", "intends", "strategies", "targets",
"goals", "mission", "forecasts", "objectives", "budgets",
"schedules", "potential" or variations thereof or stating that
certain actions, events or results "may", "could", "would", "might"
or "will" be taken, occur or be achieved, or the negative of any of
these terms and similar expressions. Forward-looking statements are
necessarily based upon management's perceptions of historical
trends, current conditions and expected future developments, as
well as a number of specific factors and assumptions that, while
considered reasonable by the Company as of the date of such
statements, are outside of the Company's control and are inherently
subject to significant business, economic and competitive
uncertainties and contingencies which could result in the
forward-looking statements ultimately being entirely or partially
incorrect or untrue. Forward-looking statements contained in this
press release are based on various assumptions and factors,
including, but not limited to, the following: the assumption that
the Toronto Stock Exchange will approve the Offering, assumptions
with respect to the Closing of the Offering; and that the risk
factors noted below, collectively, do not have a material impact on
the Company's business, operations, revenues and/or results. By
their nature, forward-looking statements are subject to inherent
risks and uncertainties that may be general or specific and which
give rise to the possibility that expectations, forecasts,
predictions, projections or conclusions will not prove to be
accurate, that assumptions may not be correct, and that objectives,
strategic goals and priorities will not be achieved.
Known and unknown risk factors, many of which are beyond the
control of the Company, could cause the actual results of the
Company to differ materially from the results, performance,
achievements or developments expressed or implied by such
forward-looking statements. Such risk factors include but are not
limited to those factors which are discussed under the section
entitled "Risk Factors" in the Company's most recent annual
information form which is available under the Company's SEDAR+
profile at www.sedarplus.ca. The risk factors are not intended to
represent a complete list of the factors that could affect the
Company and the reader is cautioned to consider these and other
factors, uncertainties and potential events carefully and not to
put undue reliance on forward-looking statements. There can be no
assurance that forward-looking statements will prove to be
accurate, as actual results and future events could differ
materially from those anticipated in such statements.
Forward-looking statements are provided for the purpose of
providing information about management's expectations and plans
relating to the future. The Company disclaims any intention or
obligation to update or revise any forward-looking statements
whether as a result of new information, future events or otherwise,
or to explain any material difference between subsequent actual
events and such forward-looking statements, except to the extent
required by applicable law. All of the forward-looking statements
contained in this press release are qualified by these cautionary
statements.
SOURCE Enterprise Group, Inc.