Chemaphor Announces Proposed Private Placement
16 April 2011 - 8:11AM
Marketwired
Chemaphor Inc. (TSX VENTURE: CFR), today announced that it is
proposing to complete a non-brokered private placement resulting in
gross proceeds of up to approximately $1,000,000. It is currently
anticipated that the proposed private placement will be completed
in April, 2011.
It is intended that the private placement will involve the sale
of units at $0.10 per unit. Each unit will consist of one common
share and one half of a common share purchase warrant. Each warrant
will entitle the holder to acquire one common share of Chemaphor at
an additional purchase price of $0.10 per share at any time up to
two years from the closing date. The warrants are subject to an
accelerated expiry if, at any time after an initial 4 month hold
period expires, the closing price of Chemaphor's common shares on
the TSX Venture Exchange exceeds $0.20 for any 20 consecutive
trading days, in which event the holder will be given notice that
the warrants will expire 30 days following the date of such notice.
The warrants may be exercised by the holder during the 30-day
period between the notice and the expiration of the warrants.
Chemaphor expects to use the services of agents in connection
with the placement. The agents may receive, as part of their
remuneration, commissions equal to up to 10% of the gross proceeds
of the financing attributable to such agents and agent warrants
equal to 10% of the number of units attributable to such agents
which are exercisable into common shares of Chemaphor at an
additional purchase price of $0.10 per share at any time up to two
years from the closing date.
Closing of the proposed private placement is subject to certain
customary conditions, including, but not limited to, the execution
of definitive subscription agreements with subscribers, and the
receipt of all necessary regulatory approvals, including the
approval of the TSX Venture Exchange.
The net proceeds of the proposed offering will be used to fund
working capital and research and development expenditures and for
general corporate purposes.
The securities issued under this private placement will be
subject to restrictions on transfer, including a hold period ending
four months after issuance. This news release does not constitute
an offer to sell or a solicitation of an offer to buy any
securities. The securities described above shall only be offered
and issued pursuant to available exemptions from the prospectus and
registration requirements of applicable securities laws.
Chemaphor is dedicated to the research and development of
science-based, natural health products for people and animals.
Chemaphor is listed on the TSX Venture Exchange and trades under
the symbol CFR.
Forward Looking Statements
This news release includes certain forward-looking statements
that are based upon current expectations, which involve risks and
uncertainties associated with the proposed private placement. Any
statements contained herein that are not statements of historical
facts may be deemed to be forward-looking, including those
identified by the expressions "will", "anticipate", "believe",
"plan", "estimate", "expect", "intend", and similar expressions.
The forward-looking statements reflect the current expectations of
Chemaphor Inc. regarding future results or events. These
forward-looking statements are subject to a number of risks and
uncertainties that could cause actual results or events to differ
materially from current expectations. Chemaphor may not receive
commitments from subscribers in the amount anticipated, regulatory
and other required approvals may not be received or closing
conditions may not be satisfied. Except as required by law,
Chemaphor assumes no obligation to update the forward-looking
statements, or to update the reasons why actual results could
differ from those reflected in the forward-looking statements.
Neither 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.
Contacts: Chemaphor Inc. David Hankinson CEO 902-825-9270
d.hankinson@chemaphor.com Chemaphor Inc. Graham Burton, PhD
President and Co-Founder 613-990-0969 g.burton@chemaphor.com
Investor Relations: Evolution Group Inc. Sylvain Archambault
514-448-4887 / Toll free: 866-703-4887
s.archambault@evolutiongrp.com www.evolutiongrp.com Media Group
McCormick Global Communications Karen Sample 519-475-6378
ksample@mccormickglobal.com
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