Calgary, AB / ACCESSWIRE / May 23, 2014 - CanAm Coal Corp. (COE TSX-V) ("CanAm" or the "Company") is pleased to announce that it has closed its previously announced $14 million private placement of units ("Units"). Each Unit is comprised of $1,000 principal amount of 12% non-convertible secured debentures ("Debentures") and 670 common share purchase warrants ("Warrants"). As part of the financing, approximately 9.4 million Warrants were issued that entitle the holders to purchase one common share of CanAm ("Common Share") at a price of $0.065 per share for a period of 4 years from the closing date. The Warrants are subject to a four month hold period that will expire on September 23, 2014.
The proceeds from the offering will primarily be used for the repayment of the Company's 10% and 9.5% debentures and related interest which matured on May 8, 2014 and on May 9, 2014.
Insiders are participating in the new debenture for approximately $2.6 million and approximately 1.7 million warrants were issued to such insiders. The exercise of the warrants issued to the insiders is subject to disinterested shareholder approval which the Company intends to seek at its next shareholder's meeting.
The TSX Venture Exchange has conditionally approved the private placement.
Richardson GMP was paid a broker's fee and received broker's warrants in compensation for acting as the agent in connection with the Offering.
Company President & CEO, Jos De Smedt, commented: "We are extremely pleased with the success of our financing and the fact that our offering was fully subscribed. We could not have accomplished this without the significant efforts and support of the team at Richardson GMP and the continued support of many of our existing stakeholders. The completion of the refinancing of our May 2014 debentures is an important component of our strategy to improve the Company's financial position."
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
Toll Free: 1.877.262.5888
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 use of proceeds of the private placement 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 intention of the Company to seek shareholder approval for the exercise of Warrants by insiders. 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: the failure to receive final TSXV approval or approval of the shareholder for the conversion of the Warrants held by insiders as 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.