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Published on 10/26/2010 in the Prospect News PIPE Daily.

Russell: C$2 million sale of 10% convertibles, units to be brokered

Offerings, brokered by Canaccord Genuity, to fund debt reorganization

By Devika Patel

Knoxville, Tenn., Oct. 26 - Russell Breweries Inc. said its private placement of two-year 10% convertible debentures will be conducted by Canaccord Genuity Corp. The offering priced as a non-brokered deal on Oct. 6.

The C$1 million in debentures will be convertible into common shares at C$0.15 per share. The conversion price is an 87.5% premium to C$0.08, the closing share price on Oct. 5.

The company will also be conducting a private placement of units at C$0.08 per unit for additional proceeds of C$1 million, which will also be brokered by Canaccord Genuity Corp. Each unit consists of one common share and one warrant, with each warrant exercisable at C$0.15 for two years, also an 87.5% premium to the Oct. 5 price.

There is a C$500,000 greenshoe, which may be raised through debentures or units.

Proceeds will be used to reorganize long term debt, enhance marketing efforts and for general working capital requirements.

Russell is a brewing company based in Vancouver, B.C.

Issuer:Russell Breweries Inc.
Issue:Convertible debentures, units of one common share and one warrant
Amount:C$2 million
Greenshoe:C$500,000
Agent:Canaccord Genuity Corp.
Pricing date:Oct. 6
Amended:Oct. 26
Stock symbol:TSX Venture: RB
Stock price:C$0.08 at close Oct. 5
Market capitalization:C$2.67 million
Debentures
Amount:C$1 million
Maturity:Two years
Coupon:10%
Price:Par
Yield:10%
Conversion price:C$0.15
Warrants:No
Units
Amount:C$1 million
Price:C$0.08
Warrants:One per unit
Warrant expiration:Two years
Warrant strike price:C$0.15

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