Ventripoint Announces Closing of First Tranche of Private Placement and Shares for Debt
23 June 2014 - 9:00PM
Marketwired Canada
NOT TO BE RELEASED IN THE UNITED STATES OF AMERICA
Ventripoint Diagnostics Ltd. ("Ventripoint" or the "Corporation") (TSX
VENTURE:VPT) is pleased to announce that it has completed the first tranche of
its previously announced private placement ("Private Placement") of 24,951,426
Units ("Units") for gross proceeds of $1,996,114. Each Unit is comprised of one
common share ("Common Share") and one half of one Common Share purchase warrant
("Warrant"). Each full Warrant is exercisable into one additional Common Share
at an exercise price of $0.12 until June 20, 2016. The Private Placement was
approximately 33% non-brokered and 67% brokered, with D&D Securities Inc.
("D&D") acting as the agent of the Corporation in the brokered portion of the
Private Placement.
The Corporation will use the proceeds of the Private Placement for sales and
marketing and general working capital purposes.
Three of the subscribers in the Private Placement accepted Units as payment in
full of outstanding secured debentures previously issued by the Corporation as a
shares-for-debt transaction (the "Shares for Debt"). As a result of the Shares
for Debt, the Corporation's net debt has been reduced by $773,626.
The Corporation has paid D&D a cash commission of $63,808, plus 841,600 warrants
(the "Agent's Warrants") each exercisable to purchase one Unit of the
Corporation. The Agent's Warrants will expire 18 months from the closing date of
the Private Placement.
The Common Shares, Warrants and Agent's Warrants acquired by the subscribers are
subject to a hold period of four months plus one day and may not be traded until
October 21, 2014 except as permitted by applicable securities legislation and
the rules of the TSX Venture Exchange. The Private Placement is subject to
receipt of final acceptance from the TSX Venture Exchange.
Forward Looking Statement:
This news release contains forward-looking statements and forward-looking
information within the meaning of applicable securities laws. The use of any of
the words "expect", "anticipate", "continue", "estimate", "objective",
"ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and
similar expressions are intended to identify forward-looking information or
statements. In particular, this news release contains forward-looking
information relating to the Offering and the use of the proceeds therefrom. The
forward-looking statements and information are based on certain key expectations
and assumptions made by the Corporation, including expectations and assumptions
concerning the completion of the Offering and the use of net proceeds of the
Offering. Although the Corporation believes that the expectations and
assumptions on which such forward-looking statements and information are based
are reasonable, undue reliance should not be placed on the forward looking
statements and information because the Corporation can give no assurance that
they will prove to be correct.
Since forward-looking statements and information address future events and
conditions, by their very nature they involve inherent risks and uncertainties.
Actual results could differ materially from those currently anticipated due to a
number of factors and risks. Such factors may include the failure to
successfully market the Units and failure to satisfy certain conditions in
connection with the issuance of the Units. Other factors which could materially
affect such forward-looking information are described in the risk factors in the
Corporation's most recent annual management's discussion and analysis that is
available on the Corporation's profile on SEDAR at www.sedar.com. Readers are
cautioned that the foregoing list of factors is not exhaustive. The
forward-looking statements included in this news release are expressly qualified
by this cautionary statement. The forward-looking statements and information
contained in this news release are made as of the date hereof and the
Corporation undertakes no obligation to update publicly or revise any
forward-looking statements or information, whether as a result of new
information, future events or otherwise, unless so required by applicable
securities laws.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in policies of the TSX Venture Exchange) accepts responsibility
for the adequacy or accuracy of this release.
FOR FURTHER INFORMATION PLEASE CONTACT:
George Adams, President and CEO
T: (206) 910-9125
E: gadams@ventripoint.com
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