Pinetree Capital Announces Private Placement
TORONTO, Canada (April 16, 2014) Pinetree Capital Ltd. (TSX: PNP) announces today that it is proposing to complete a non-brokered private placement to sell up to 15,555,555 units (the "Units"), at a price of $0.45 per Unit, for aggregate gross proceeds of up to $7 million (the “Financing”).
Each Unit will consist of one common share and one-half of one common share purchase warrant of Pinetree (each whole warrant, a “Warrant"). Each Warrant will entitle the holder to purchase one common share of Pinetree, at a price of $0.75, for a period of 36 months from the closing date of the Financing, provided that, if the weighted-average trading price of the company’s common shares on the Toronto Stock Exchange is $1.25 or more for any period of twenty consecutive trading days (commencing after the four-month hold period applicable to the Units on closing), Pinetree may accelerate the expiry date of the Warrants upon notice to the holders.
The proceeds of the Financing will be used for working capital purposes, which may include the purchase for cancellation of a portion of the company’s outstanding convertible debentures.
Pinetree may pay a finder’s fee in securities to arm’s length parties that assist the company in the sale of Units. Up to 50% of the Financing may be purchased by Pinetree insiders.
The Units may be sold to eligible purchasers in Canada pursuant to registration and prospectus exemptions and in other jurisdictions pursuant to applicable exemptions.
Completion of the Financing is subject to certain conditions, including the approval of the Toronto Stock Exchange. Subject to the satisfaction of all of the conditions, the Financing is expected to close in May 2014.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
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