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Published on 9/27/2012 in the Prospect News PIPE Daily.

Triumph wraps C$3 million tranche of subscription receipts placement

Two types of receipts sold; receipts convert to either units or stock

By Devika Patel

Knoxville, Tenn., Sept. 27 - Triumph Ventures III Corp. said it raised C$3 million in the first tranche of a private placement of subscription receipts. The deal is being conducted in connection with a reverse take-over in which Triumph will amalgamate with Altitude Resources Ltd. as its qualifying transaction.

The company is selling receipts at C$0.60 apiece, a 200% premium to the Sept. 26 closing share price of C$0.20, and sold 4,001,000 receipts in this tranche.

The company is also selling flow-through receipts at C$0.70 apiece, a 250% premium to the Sept. 26 closing share price. The company sold 859,286 flow-through receipts in this tranche.

Each receipt will convert into units of one common share and one half-share warrant, with each whole warrant exercisable at C$0.80 for two years. The strike price is a 300% premium to the Sept. 26 closing price.

Each flow-through receipt will convert into one flow-through common share.

The offering is being conducted by a syndicate of agents co-led by Salman Partners Inc. and Portfolio Strategies Securities Inc.

The capital pool company is based in Toronto.

Issuer:Triumph Ventures III Corp.
Issue:Subscription receipts, flow-through subscription receipts
Amount:C$3,002,100
Agents:Salman Partners Inc. and Portfolio Strategies Securities Inc. (co-leads)
Settlement date:Sept. 27
Stock symbol:TSX Venture: TVP.P
Stock price:C$0.20 at close Sept. 26
Market capitalization:C$353,200
Receipts
Price:C$0.60
Warrants:One half-share warrant per unit upon conversion
Warrant expiration:Two years
Warrant strike price:C$0.80
Flow-through receipts
Price:C$0.70
Warrants:No

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