Carrus Capital Makes Investment in Solutions4CO2 Inc.
(firmenpresse) - VANCOUVER, BRITISH COLUMBIA -- (Marketwire) -- 01/09/12 -- Carrus Capital Corporation (TSX VENTURE: CHQ) ("Carrus" or the "Company") announces that, the Company has entered into an agreement dated January 6, 2012 (the "Agreement") with Solutions4CO2 Inc. ("S4CO2") in relation to a private placement financing and an initial public offering by S4CO2.
Information on S4CO2
S4CO2 is a private Ontario company that has filed a preliminary prospectus to qualify the distribution of, among other things, Special Warrants (as defined below) and common shares issuable on exercise of Special Warrants. For more information regarding S4CO2, reference should be had to the preliminary prospectus, which should be available at .
The Agreement
Prior to the execution of the Agreement, Carrus had purchased, on a private placement basis, 1,500,000 special warrants of S4CO2 at a price of $0.20 per special warrant (the "Special Warrants"). Under the Agreement, Carrus has agreed to purchase an additional 6,000,000 Special Warrants, in two equal tranches. Carrus completed the purchase of 3,000,000 Special Warrants in the first tranche on January 6, 2012 and the remaining 3,000,000 Special Warrants are to be purchased in accordance with the terms and conditions of the Agreement.
Furthermore, Carrus has agreed to exercise 4,230,000 Special Warrants for 4,230,000 S4CO2 common shares on or before the third business day following the issuance of a final receipt for S4CO2's prospectus and use commercially reasonable efforts to effect the declaration and payment of a stock dividend of up to 4,230,000 S4CO2 common shares to its shareholders.
In consideration of Carrus agreeing to purchase the additional 6,000,000 Special Warrants, agreeing to exercise up 4,230,000 Special Warrants and agreeing to transfer to its shareholders pursuant to a stock dividend of S4CO2 common shares acquired on exercise of such Special Warrants, S4CO2 has issued to Carrus for no additional consideration, 2,000,000 bonus warrants (the "Bonus Warrants") and a warrant (the "Warrant").
Each Bonus Warrant is automatically exercisable for one S4CO2 common share for no additional consideration on the date that is the earlier of (i) the listing of the S4CO2 common shares on the TSX Venture Exchange or other stock exchange (the "S4CO2 Listing") or (ii) March 31, 2012. The Warrant is automatically exercisable for no additional consideration into such number of S4CO2 common shares equal to 0.2 multiplied by the number of special warrants exercised by Carrus if the S4CO2 Listing has not occurred on or before March 31, 2012.
Caution Concerning Forward-Looking Statements
This news release contains "forward-looking statements" within the meaning of applicable securities laws. Such statements may be identified by words such as "believe", "anticipate", "project", "expect", "intend" or other similar expressions, and include all statements which address events or developments that Carrus expects or anticipates may occur in the future.
With respect to the forward-looking statements contained in this news release, we have made numerous assumptions regarding, among other things, the Company being able to ensure the uninterrupted trading of the Company's shares.
Actual results or events could differ materially from the plans, intentions and expectations expressed or implied in any forward looking statements, including the underlying assumptions thereto, as a result of numerous risks, uncertainties and other factors including our ability to successfully transition out of the biotechnology industry and uncertainties which may not be described herein.
Forward-looking statements are based on our current expectations and Carrus assumes no obligation to update such information to reflect later events or developments, except as required by applicable law.
Neither 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 news release.
Contacts:
Carrus Capital Corporation
Bruce Schmidt
Chief Executive Officer
(604) 760-0160
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Datum: 09.01.2012 - 19:48 Uhr
Sprache: Deutsch
News-ID 1071203
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