/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
NIAGARA-ON-THE-LAKE, ON,
Sept. 27, 2019 /CNW/ - Diamond
Estates Wines & Spirits Inc. ("Diamond Estates" or "the
Company") (DWS-TSX Venture) today announced that it has entered
into an agreement with Paradigm Capital Inc. ("Paradigm") pursuant
to which Paradigm, as lead agent, together with a syndicate of
agents including Acumen Capital Finance Partners Limited,
(collectively with Paradigm, the "Agents") pursuant to which the
Agents will sell by way of private placement on a marketed best
efforts basis, up to 15,800,000 common shares (the "Common
Shares") of the Company at a price of $0.19 per Common Share for gross proceeds of up
to $3 million (the "Private Placement").
The Company has also granted the Agents an option, exercisable
up to 48 hours prior to the closing of the Private Placement, to
place up to an additional 2,370,000 Common Shares.
The Agents will receive a cash commission equal to 6% of the
gross proceeds raised in the Private Placement from non-president's
list subscribers, and 3% of the gross proceeds raised in the
Private Placement from president's list subscribers.
The Private Placement is expected to close on or about
October 22, 2019. The Private
Placement is subject to regulatory approval, including TSX Venture
Exchange acceptance. The Common Shares issued pursuant to the
Private Placement will have a hold period of four months and one
day from the date of issuance of such Common Shares.
The Company intends to use the net proceeds from the Private
Placement to fund the expansion of Ontario sales and marketing efforts, the
buildout of a winery facility in British
Columbia and for general working capital purposes.
The securities have not been, and will not be, registered under
the Unites States Securities Act of 1933, as amended (the
"U.S. Securities Act"), or any U.S. state security laws, and
may not be offered or sold in the Unites States without
registration under the U.S. Securities Act and all applicable state
securities laws or compliance with requirements of an applicable
exemption therefrom. This press release shall not constitute an
offer to sell or the solicitation of an offer to buy securities in
the Unites States, nor shall there be any sale of these securities
in any jurisdiction in which such offer, solicitation or sale would
be unlawful.
About Diamond Estates Wines and Spirits Inc.
Diamond
Estates Wines and Spirits Inc. is a producer of high quality wines
and a sales agent for over 120 beverage alcohol brands across
Canada. The Company operates three
wineries, two in Ontario and one
in British Columbia, that produce
predominantly VQA wines under such well-known brand names as 20
Bees, EastDell, Lakeview Cellars, Dan
Aykroyd, Fresh, McMichael Collection, Benchmark, Seasons,
Serenity, and Backyard Vineyards. Through its wholly owned
subsidiary, Trajectory Beverage Partners, the Company is the sales
agent for many leading international brands in all regions of the
country as well as being a distributor in the western provinces.
These recognizable brands include Josh wines from California, Fat Bastard and Andre Lurton wines from France, Kaiken wines from Argentina, Anciano wines from Spain, Blue Nun wines from Germany, Francois
Lurton wines from France
and Argentina, Waterloo Brewing
and Amsterdam Brewery, both from Canada, Landshark Lager from the USA, Marston's beers from England, Social Lite vodka sodas from
Canada, Edinburgh Gin from
Scotland, Ian MacLeod and Glengoyne scotches from
Scotland, Barcelo Rum from the
Dominican Republic, Tequila Rose
Liqueur from McCormick Distilling in the USA, Charles
Mondavi & Family wines including Charles Krug from Napa, Bols Vodka from Amsterdam, Brokers Gin from the UK, Koyle
Family Wines from Chile,
Pearse Lyons whiskies and gins from
Ireland, Niagara Craft Distillers'
beverages from Ontario, Octavia
Vodka from British Columbia,
Fontana di Papa wines from
Italy, and Castoro de Oro wines from British Columbia.
Forward Looking Statements
This press release contains
forward-looking statements. Often, but not always, forward-looking
statements can be identified by the use of words such as "plans",
"expects" or "does not expect", "is expected", "estimates",
"intends", "anticipates" or "does not anticipate", or "believes",
or variations of such words and phrases or state that certain
actions, events or results "may", "could", "would", "might" or
"will" be taken, occur or be achieved. Forward-looking statements
involve known and unknown risks, uncertainties and other factors
which may cause the actual results, performance or achievements of
Diamond Estates Wines and Spirits Inc. to be materially different
from any future results, performance or achievements expressed or
implied by the forward-looking statements. Actual results and
developments are likely to differ, and may differ materially, from
those expressed or implied by the forward-looking statements
contained in this press release. Such forward-looking statements
are based on a number of assumptions which may prove to be
incorrect, including, but not limited to: the economy generally;
consumer interest in the services and products of the Company;
financing; competition; and anticipated and unanticipated costs.
While the Company acknowledges that subsequent events and
developments may cause its views to change, the Company
specifically disclaims any obligation to update these
forward-looking statements. These forward-looking statements should
not be relied upon as representing the views of the Company as of
any date subsequent to the date of this press release. Although the
Company has attempted to identify important factors that could
cause actual actions, events or results to differ materially from
those described in forward-looking statements, there may be other
factors that cause actions, events or results not to be as
anticipated, estimated or intended. 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. Accordingly, readers should not
place undue reliance on forward-looking statements.
Neither the 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.
SOURCE Diamond Estates Wines & Spirits Inc.