Outstanding shares: 94,287,836
/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES/
QUEBEC CITY, July 3, 2014 /CNW Telbec/ - CO2Solutions Inc. ("CO2 Solutions" or the "Corporation") is pleased to announce the closing of a first tranche of the
previously announced private placement of 14,600,000 units of the
Corporation (the "Units") at a price of $0.15 per Unit for aggregate gross proceeds of
$2,190,000 (the "Private Placement"). Each Unit is comprised of one common share (a "Common Share") and one common share purchase warrant (a "Warrant"). Each Warrant entitles its holder to acquire one additional Common
Share at a price of $0.25 per Common Share until July 3, 2017.
Euro Pacific Canada Inc. (the "Agent") acted as agent and bookrunner for the Private Placement pursuant to
an agency agreement entered into on the date hereof between the Agent
and the Corporation. In connection with the first tranche of the
Private Placement, the Corporation paid the Agent, a cash commission of
$79,607.50 and issued 530,716 non-transferable broker units to the
Agent entitling the Agent to purchase in the aggregate 530,716 Units at
a price of $0.15 per Unit until July 3, 2017.
The Corporation intends to use the net proceeds of the first tranche of
the Private Placement to provide additional working capital for
continued development operations, support cash flow requirements
required for completion of Western Canada oil sands demonstration
project and the pursuit of other market opportunities, particularly in
the United States.
It is expected that the closing of a second tranche of the Private
Placement will occur on or about July 17, 2014.
Existing shareholders of CO2 Solutions participated in the first tranche of the Private Placement
pursuant to a prospectus exemption for distributions to existing
security holders and acquired an aggregate of 768,334 Units.
All securities issued under the first tranche of the Private Placement
are subject to a four (4) month statutory hold period until November 4,
As previously announced on June 19, 2014, certain related parties of the
Corporation participated in the first tranche of the Private Placement
and subscribed for an aggregate of 2,883,333 Units. Participation of
related parties of the Corporation in the Private Placement constitutes
a "related party transaction" as defined under Multilateral Instrument
61-101 - Protection of Minority Security Holders in Special Transactions (Regulation 61-101 respecting Protection of Minority Security Holders in
Special Transactions in Quebec) ("MI 61-101"). The Private Placement is exempt from the formal valuation and
minority shareholder approval requirements of MI 61-101, as neither the
fair market value of securities being issued to insiders nor the
consideration being paid by insiders will exceed 25% of the
Corporation's market capitalization. The Corporation did not file a
material change report 21 days prior to the closing of the Private
Placement as the details of the participation of the related parties of
the Corporation had not been confirmed at that time.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy securities in the "United States", as
such term is defined in Regulation S under the United States Securities
Act of 1933, as amended (the "U.S. Securities Act"). The securities have not been and will not be registered under the
U.S. Securities Act or any state securities laws and may not be offered
or sold in the United States unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption
from such registration requirements is available.
About CO2Solutions Inc.
CO2 Solutions is an innovator in the field of enzyme-enabled carbon capture
and has been actively working to develop and commercialize the
technology for stationary sources of carbon pollution. CO2 Solutions' technology lowers the cost barrier to Carbon Capture,
Sequestration and Utilization (CCSU), positioning it as a viable CO2 mitigation tool, as well as enabling industry to derive profitable new
products from these emissions. CO2 Solutions has built an extensive patent portfolio covering the use of
carbonic anhydrase, or analogues thereof, for the efficient
post-combustion capture of carbon dioxide with low-energy aqueous
solvents. Further information can be found at www.co2solutions.com.
About Euro Pacific Canada Inc.
Euro Pacific Canada Inc. is a full service IIROC registered brokerage
firm headquartered in Toronto, with offices in MontrÉal, Vancouver and
Tokyo, Japan. The firm offers an integrated platform of economic and
equity research, institutional sales and trading, investment banking
and private client services.
CO2 Solutions Forward-looking Statements
Certain statements in this news release may be forward-looking. These
statements relate to future events or CO2 Solutions' future economic performance and reflect the current
assumptions and expectations of management. Forward-looking statements
in this news release include, but are not limited to the Corporation's
anticipated use of proceeds. Factors that could cause actual results to
differ materially from such forward-looking statements include, but are
not limited to, general business and economic uncertainties and adverse
market conditions as well as those risks set out in the Corporation's
public documents filed on SEDAR. Readers are cautioned not to place
undue reliance on such forward-looking statements. CO2 Solutions undertakes no obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as may be required under applicable
Neither the 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 release.
SOURCE CO2 Solutions Inc.