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CALGARY, Jan. 15 /CNW/ - Pure Technologies Ltd., TSX-V: PUR: announced today that it has entered into an engagement letter with Canaccord Financial Ltd. as lead agent and sole bookrunner, on behalf of a syndicate of agents including for private placement sales in the United States, Boenning & Scattergood, Inc. (collectively, the "Agents") to complete an offering, on a commercially reasonable efforts basis, of Pure's common shares (the "Shares") by way of a short form prospectus (the "Offering").
The exact number of common shares to be issued under the Offering and the issue price per share will be determined prior to the filing of the final prospectus. The closing of the Offering is anticipated to occur in mid to late February, 2010.
It is expected that a preliminary prospectus will be filed the week of January 18, 2010.
The net proceeds from the Offering will be used by Pure for general working capital purposes, for the commercialization of new technologies, for the development of new opportunities, acquisition of capital assets and to pursue acquisitions of assets and entities complementary to Pure's business and operations.
Closing of the Offering is subject to certain conditions, including the negotiation of an agency agreement and receipt of normal regulatory approvals.
In addition to the Offering, Pure has granted to the Agents an over-allotment option of up to 15% of the base offering. The over-allotment option may be satisfied, in whole or in part, by a secondary offering, qualified under the prospectus, of common shares currently held by two companies controlled by the Chairman and the Chief Executive and Technology Officer of Pure. Jamie Paulson, the Chairman of Pure, has indicated that such sales are for estate planning purposes. The number of shares to be sold pursuant to the secondary offering will be determined at the time of the filing of the final prospectus. The secondary component of the offering will not exceed the over allotment option of 15 % of the total offering and will not reduce the founders' holdings by more than 20%. This would be the first sale of founders' shares in fourteen years.
About Pure Technologies Ltd.
Pure Technologies Ltd. is an international technology and services company which has developed patented technologies for inspection, monitoring and management of critical infrastructure around the world. Pure operates from its headquarters in Calgary, Canada and through subsidiaries in Maryland, New Jersey, and the UK. Pure's proprietary product portfolio includes SoundPrint(R), a continuous acoustic structural monitoring system for buildings, bridges and structures; SoundPrint(R) AFO, a fiber-optic distributed acoustic sensing system for monitoring and surveillance of pipelines; and SmartBall(R), a revolutionary new leak detection technology for water, wastewater and hydrocarbon pipelines.
This release contains forward-looking statements. Forward-looking statements, without limitation, may contain the words believes, expects, anticipates, estimates, intends, plans, or similar expressions. Forward-looking statements are not guarantees of future performance. They involve risks, uncertainties and assumptions and the Company's actual results could differ materially from those anticipated. Forward looking statements are based on the opinions and estimates of Management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. In the context of any forward-looking information please refer to risk factors detailed in, as well as other information contained in, the Company's filings with Securities Regulators (www.sedar.com).
(R) Registered Trademarks, property of Pure Technologies Ltd.
SOURCE Pure Technologies Ltd.
For further information: For further information: To find out more about Pure Technologies Ltd. (TSX-V: PUR), visit our website at www.puretechnologiesltd.com; contact James E. Paulson, Chairman or Karen Keebler, Chief Financial Officer at (403) 266-6794; or e-mail to: firstname.lastname@example.org