07:13:01 EDT Fri 29 Mar 2024
Enter Symbol
or Name
USA
CA



Technical Ventures arranges $1.5-million placement

2014-10-16 11:09 ET - News Release

Mr. David Wood reports

TECHNICAL VENTURES ANNOUNCES UPDATE TO SHORT FORM OFFERING AND PRIVATE PLACEMENT

Technical Ventures RX Corp. has entered into a new agency agreement with Wolverton Securities Ltd. in connection with its previously announced financing to be completed by way of a short-form offering document in accordance with TSX Venture Exchange policies. Under the short-form offering, the corporation will offer for sale 20 million common shares at 10 cents for aggregate gross proceeds of $2-million.

The corporation has also entered into a separate agency agreement with Wolverton, in connection with a brokered private placement of common shares to raise a minimum of $1-million and a maximum of $1.5-million, at an issue price of 10 cents per common share.

The closing of the short-form offering and the brokered private placement is conditional on the immediate completion thereafter of the corporation's previously announced plan of arrangement with TheraVitae Inc., which will serve as the corporation's qualifying transaction. Pursuant to the terms of the plan of arrangement, the common shares of the corporation, including common shares sold under the financing, will be exchanged into common shares of the resulting issuer on the basis of one common share of the resulting issuer for each five common shares of the corporation. The resulting issuer will be named Hemostemix Inc.

For further information on the qualifying transaction, please refer to the corporation's amended and restated information circular dated Sept. 30, 2014, as filed on SEDAR.

In consideration for its services under the financing, Wolverton will receive a commission equal to 8 per cent of the gross proceeds received by the corporation from the sale of the common shares, which commission shall be payable in cash, common shares or any combination thereof at the discretion of Wolverton. The corporation will also grant to Wolverton an option entitling Wolverton to purchase such number of common shares as is equal to 8 per cent of the aggregate number of common shares sold under the financing at an exercise price of 10 cents per common share for a period of five years from the date of closing of the financing. Wolverton will also be paid a corporate finance fee in connection with the financing and will be reimbursed for all reasonable expenses incurred.

The filing of the short-form offering document with the TSX-V will occur immediately after the issuance of this press release. Once the TSX-V has issued an exchange bulletin indicating acceptance of the short-form offering document, Wolverton will have 60 days to market and sell the short-form offering.

Description of significant conditions to closing

Completion of the corporation's qualifying transaction is subject to a number of conditions, as noted in prior news releases. There can be no assurance that the qualifying transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the information circular, any information released or received with respect to the qualifying transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

We seek Safe Harbor.

© 2024 Canjex Publishing Ltd. All rights reserved.