Closing conditions must be met by July 27 or receipts will be canceled
By Angela McDaniels
Tacoma, Wash., July 5 - ePals, Inc. subsidiary ePals Finance Corp. sold C$23 million of subscription receipts in a private placement. The 35,937,500 receipts sold for C$0.64 each.
The placement was completed on April 28 and disclosed in a company news release on Tuesday.
Cormark Securities Inc. was the agent.
The proceeds are being held in escrow subject to the satisfaction of some conditions that include the conditional approval of the Toronto Stock Exchange of the company's merger with New University Holdings Inc.
If the conditions are satisfied by July 27, each subscription receipt will be automatically converted into one special share of ePals Finance. Each special share will ultimately entitle the holder to acquire one voting common share of the combined company concurrently with the closing of the merger.
If the conditions are not satisfied by July 27, the subscription receipts will be canceled and the holders will be entitled to C$0.64 per subscription receipt.
The proceeds will be used to grow ePals' platform and media businesses as well as ePals' international operations, to fund ePals' 2011 shortfall in its current operating plan and to repay some bank debt.
New University Holdings is a capital pool company based in Calgary, Alta. ePals is a privately held education company based in Herndon, Va. The combined company will be named ePals Corp.
Trading in New University Holdings' shares was halted on March 22 in connection with the announcement of the merger. The shares last traded at C$0.11 (TSX Venture: NUH).
| Issuer: | ePals Finance Corp.
|
| Issue: | Subscription receipts
|
| Amount: | C$23 million
|
| Receipts: | 35,937,500
|
| Price: | C$0.64
|
| Warrants: | No
|
| Agent: | Cormark Securities Inc.
|
| Settlement date: | April 28
|
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