Update on Proposed $14 Million Brokered Private Placement Financing
May 16 2014 - 4:20PM
Access Wire
Calgary, AB / ACCESSWIRE / May 16, 2014 - CanAm Coal Corp.
(COE TSX-V) ("CanAm" or the "Company") is providing an update on
its proposed financing. As previously announced, CanAm has engaged
Richardson GMP Limited ("RGMP") to act as agent with
respect to a proposed "commercially reasonable efforts" $14 million
private placement of units ("Units"), each Unit comprised of
$1,000 principal amount of 12% non-convertible secured debentures
and 670 common share purchase warrants.
As at May 16, 2014, RGMP has
indicated to the Company that it has received signed subscription
agreements totaling $13 million. The Company is planning to close
the financing on or before May 23, 2014. The main purpose of the
private placement is to repay CanAm's 10% and 9.5% debentures,
which total $12.130 million. The 10% debentures matured on May 8,
2014 and the 9.5% debentures matured on May 9, 2014. Under the 10%
and 9.5% debentures, the Company has 21 business day and 10
business day cure periods respectively to repay the 10% and 9.5%
debentures upon maturity. The Company intends to close prior to the
expiry of these cure periods.
It is anticipated that insiders and close associates will
participate in the new debenture for approximately $4.4 million
with insiders representing approximately $2.7 million.
The TSX Venture Exchange has
conditionally approved the private placement. The subscriptions
received by RGMP remain subject to delivery to the Company for
acceptance pursuant to the provisions of an agency agreement to be
entered into at closing.
Company President & CEO,
Jos De Smedt, commented: "We have made great progress on our
financing and have achieved the level of subscriptions that will
allow us to satisfy our obligations under the 10% and 9.5%
debentures. Our goal is now to formally close this financing as
soon as possible and continue to focus on our business".
This press release
does not constitute an offer to sell or the solicitation of an
offer to buy any securities, nor shall there be any sale of
securities in any state in the United States in which such offer,
solicitation or sale would be unlawful. The securities referred to
herein have not been and will not be registered under the United
States Securities Act of 1933, as amended, and may not be offered
or sold in the United States absent registration or an applicable
exemption from registration requirements.
For Further
Information:
CanAm
Corporate Office:
Jos De Smedt, President &
CEO
Tel: 403.262.3797
Toll Free: 1.877.262.5888
Email: jdesmedt@canamcoal.com
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.
Advisory Respecting
Forward-Looking Statements:
This news release contains
certain "forward-looking information and statements" 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", "confident", "might" and similar expressions are
intended to identify forward-looking information or statements. In
particular, this new release contains forward looking statements
pertaining to: the terms of the pirvate placement and the Units to be issued
thereunder; the anticipated closing date of the private placement;
the amount of proceeds from the privaet placement; the ability to
satisfy the obligations of the Company under the 10% and 9.5%
debentures; the participation of insiders and close associates in
the private placement; and the use of the proceeds from the private
placement. Various assumptions were used in drawing the conclusions
contained in the forward-looking statements throughout this news
release.
The forward-looking
information and statements included in this news release are not
guarantees of future performance and should not be unduly relied
upon. Forward-looking statements reflect management's current
beliefs and assumptions, based on information currently available
to management. A number of factors could cause actual results to
differ materially from the results discussed in the forward-looking
statements, many of which are beyond the control of the Company.
Among the material factors that could cause actual results to
differ materially from those indicated by such forward-looking
statements are: that the current subscribers to the private
placement may revoke or retract their subscriptions prior to the
closing; that the Company and RGMP may not be able to enter into a
binding agency agreement satisfactory to both parties or that
subscription agreements may not be delivered to the Company for
acceptance; the failure of the private placement to proceed on the
terms agreed to; the failure to obtain the required approvals for
the Offering; the failure to sell all Units offered pursuant to the
Offering; failure to close the private placement prior to the end
of the default cure periods for the 10% and 9.5% debenturesas well
as those factors discussed in or referred to under the heading
"Risk and Uncertainties" in the Company's Management's Discussion
& Analysis dated April 29, 2014 available at www.sedar.com.
Such information and statements involve known and unknown risks,
uncertainties and other factors that may cause actual results or
events to differ materially from those anticipated in such
forward-looking information or statements.
The
Company cautions that the foregoing list of assumptions, risks and
uncertainties is not exhaustive. The forward-looking information
and statements contained in this news release speak only as of the
date of this news release, and the Company assumes no obligation to
publicly update or revise them to reflect new events or
circumstances, except as may be required pursuant to applicable
securities laws.
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