MONTREAL, April 10 /CNW Telbec/ - Further to its preliminary news release
of December 19, 2006, LTT Capital Corp. ("LTT") (TSX V: LTT.P), a Capital Pool
Company in accordance with the policies of the TSX Venture Exchange Inc. (the
"Exchange") and Arura Pharma Inc. ("Arura") are pleased to announce that LTT
and Arura have entered into an agency agreement with Laurentian Bank
Securities Inc. and Kingsdale Capital Markets Inc. acting as co-agents
pursuant to which Arura intends to raise a minimum of $1 million and a maximum
of $2 million (the "Private Placement").
A first Private Placement closing took place as of March 31, 2007 for
gross proceeds of $1,165,000. It is contemplated that additional closings
shall take place before closing of the transaction by which LTT will acquire
all of the issued and outstanding common shares of Arura (the "Transaction").
The Transaction will constitute the qualifying transaction of LTT.
The Private Placement is being raised by the issuance of subscription
receipts units (a "Unit"). Each Unit will be issued by Arura at a subscription
price of $0.25 and, upon completion of the Transaction, will be exchanged by
its holder for two (2) common shares and one share purchase warrant of the
resulting issuer. Each warrant will be exercisable for a period of 24 months
after the closing of the Transaction for one common share at an exercise price
equal to $0.225 per common share. The agents will receive a cash commission
equal to 7% of the gross proceeds received by Arura from the sale of the Units
and agent's options equal to 7% of the number of Units sold under the Private
Placement. Each agent's option entitles its holder to acquire one common share
of the resulting issuer at a price of $0.125 and one-half of a common share of
the resulting issuer at a price of $0.225 per common Share, for a period of
24 months after the closing of the Transaction. Assuming that the Private
Placement is fully subscribed, an aggregate of an additional 16,000,000 common
shares of the resulting issuer will be issued prior to the exercise of the
Warrants and of the agent's options.
Arura is a specialty pharmaceutical company with two business units,
namely an established consumer health business unit and an emerging specialty
pharmaceutical business unit and is lead by a highly experienced management
team. In the last 24 months, not including the proceeds of the Private
Placement, Arura has completed equity financings totaling $3.2 million to
finance the acquisition and the growth of its consumer health business unit
and of its emerging specialty pharmaceutical business unit.
Completion of the Transaction is subject to a number of conditions,
including but not limited to the satisfaction of the minimum listing
requirements and acceptance of the Transaction as LTT's qualifying transaction
by the Exchange pursuant to its Policies. There can be no assurance that the
Transaction will be completed as proposed or at all. The TSX V has in no way
passed upon the merits of the Transaction and does not accept responsibility
for the adequacy or accuracy of this press release.All information contained
in this news release with respect to LTT and Arura was supplied by LTT and
Arura, respectively, for inclusion herein, and with respect to such
information, LTT and its board of directors and officers have relied on Arura.
The prospectus of LTT Capital Corp. can be consulted on SEDAR's website
at the address: http://www.sedar.com .
For further information:
For further information: David Patterson, President, LTT Capital Corp.,
(604) 684-6535; Ali Moghaddam, Chief Executive Officer, Arura Pharma Inc.,
(450) 442-2545, ext. 233, firstname.lastname@example.org