Canoel Closes First Tranche of Private Placement for Immediate Release
May 05 2014 - 9:30AM
Access Wire
CALGARY, ALBERTA / ACCESSWIRE / May 5, 2014 / Canoel
International Energy Ltd. ("Canoel" or the "Company") (TSX VENTURE:
CIL) is pleased to announce, subject to regulatory approval, the
completion of the first tranche of a non-brokered private placement
of units ("Units"). Canoel issued an aggregate of 1,960,000 Units
in this first tranche at a price of $0.15 per Unit for gross
proceeds of approximately $294,000.
Each Unit consists of one common share in the capital of Canoel
and one common share purchase warrant. Each common share purchase
warrant entitles the holder thereof to purchase, subject to
adjustment, one additional common share at an exercise price of
$0.25 per share at any time on or before the date that is 36 months
from the date of issuance of the common share purchase warrant.
In connection with this first tranche of the private placement,
the Company will pay aggregate finder's fees of $15,520 and grant
an aggregate of 103,466 common share purchase warrants to finders
(the "Finder's Warrants"). Each Finder's Warrant entitles the
holder to acquire one common share at an exercise price of $0.25
for a period of 36 months from issuance.
In addition to any resale restrictions under applicable
securities legislation, all securities issued under the private
placement will be subject to a four month hold period.
The proceeds from this offering will be used to finance the
Company's operations and to augment its unallocated working
capital. This transaction is subject to the submission of final
documentation and final approval of the TSX Venture Exchange.
Andrea Cattaneo, the President and CEO of the Company purchased
333,333 Units in this tranche of the private placement. Following
his acquisition of 333,333 Units, Andrea Cattaneo will hold
1,085,144 common shares of the Company, representing approximately
8% of the issued and outstanding shares of the Company, (ii)
516,666 common share purchase warrants; and (iii) 107,723 stock
options exercisable for common shares. Assuming the exercise of the
warrants and stock options in full, Mr. Cattaneo would beneficially
own or control an aggregate of 1,709,533 common shares of the
Company, representing approximately 12% of the issued and
outstanding common shares of the Company on a fully diluted
basis.
Andrea Cattaneo relied on Section 2.3 of National Instrument
45-106 - Prospectus and Registration Exemptions as he meets the
definition of "accredited investor" under securities legislation.
Mr. Cattaneo is investing in the Company in the ordinary course of
business and may, in the future, make additional investments in or
dispositions of the Company's securities.
Andrea Cattaneo filed a report (as contemplated by National
Instrument 62-103 - The Early Warning System and Related Take-Over
Bid and Insider Reporting Issues) in connection with the
acquisition of Units under this first tranche of the private
placement. A copy of the report may be obtained from SEDAR
(www.sedar.com). Nothing in this press release or in the filing of
the above-mentioned report is an admission that any person named in
the report is a joint actor with another named entity.
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.
Forward-Looking Statements
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. More particularly and without
limitation, this news release contains forward looking statements
and information concerning (i) completion of the private placement
and (ii) filing of the early warning report by Mr. Cattaneo. The
forward-looking statements and information are based on certain key
expectations and assumptions made by Canoel, including the ability
to obtain the required Exchange approval. Although Canoel 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 Canoel can give no assurance that they will
prove to be correct. By its nature, such forward-looking
information is subject to various risks and uncertainties, which
could cause the actual results and expectations to differ
materially from the anticipated results or expectations expressed.
These risks and uncertainties, include, but are not limited to,
Canoel being unable to obtain the required Exchange approvals.
Readers are cautioned not to place undue reliance on this
forward-looking information, which is given as of the date hereof,
and to not use such forward-looking information for anything other
than its intended purpose. Canoel undertakes no obligation to
update publicly or revise any forward-looking information, whether
as a result of new information, future events or otherwise, except
as required by law.
For further information, please contact:
Jose Ramon Lopez Portillo Andrea Cattaneo
Chairman of the Board CEO & President
Email: info@canoelenergy.com
Telephone: (403) 938-8154
Telefax: (403) 775-4474
This press release is not to be distributed to U.S. newswire
services or for dissemination in the United States. Any failure to
comply with this restriction may constitute a violation of U.S.
securities law.
SOURCE: Canoel International Energy Ltd.