TORONTO, Jan. 13 /CNW/ - Valucap Investments Inc. (V-TSXV) ("Valucap") announced that it is commencing a new private placement of up to 20,000,000 units of the Company (each, a "Unit") at $0.10 per Unit for gross proceeds of up to $2,000,000. Each Unit will consist of one common share of Valucap (a "Common Share") and one warrant entitling its holder to purchase one Common Share at an exercise price of $0.16 for a period of 18 months from issuance (a "Warrant"). Harris Brown & Partners Limited will act as Valucap's agent for the offering. The net proceeds of the offering will be used to finance Valucap's business of acquiring interests in investee companies in accordance with Valucap's investment strategy, and for working capital. The private placement is subject to stock exchange approval, and, subject to such approval, the first closing is expected to close on or about February 8, 2010.
In addition, Valucap announced that NorthStar Bancorp Limited ("NorthStar") acquired 8,464,062 Common Shares from the current directors of Valucap (Jeffrey S. Watts, Magaly Bianchini, Cynthia Lewis and Anthony Cosentino) and Seaquest Corporation (which previously held more than 10% of the outstanding Shares) pursuant to an exempt take-over bid under section 100.1(1) of the Securities Act (Ontario) for consideration consisting of 135,425 common shares of NorthStar, valued at $5.00 each. The offer was made only to the five shareholders named above and was not made generally to holders of the Common Shares. The value of the consideration paid for the Common Shares so acquired is not greater than 115% of the market price of the Common Shares at the date of the exempt bid, which was calculated as $0.10 as of January 5, 2010. As a result of the acquisition, NorthStar has ownership of 8,464,062 Common Shares, representing approximately 35.8% of the issued and outstanding Common Shares, based on a total of 23,625,523 Common Shares issued and outstanding. In addition, as a result of this transaction, Seaquest Corporation, which previously owned 6,507,812 Shares, now owns no Shares. The transfer of the foregoing Common Shares to NorthStar was carried out in order to consolidate the shareholdings of the insiders of Valucap in one holding company, which is now wholly-owned by such insiders. The Common Shares that were transferred are being held for investment purposes. NorthStar does not currently intend to acquire any additional Common Shares.
Valucap also announced that it has closed the fourth tranche of its $2,100,000 private placement in 80/20 Solutions Inc. ("80/20"), previously announced on August 7, 2009. As result of the achievement of certain milestones set out in the subscription agreement, Valucap has advanced $1,650,000 to date, including the current tranche for $150,000.
Valucap is also pleased to announce the appointment of Martin Day to its Board of Advisors. In this role, Mr. Day will assist Valucap with business development, due diligence support, and transactional advice. Mr. Day has held a variety of senior positions, including Senior Vice President and Chief Technology Officer at INTRIA, Director Strategy and Special Projects at Laidlaw Inc., and Vice President, Finance and Business Planning for Bell Canada. He has also provided strategic planning, project management and IT assessments for numerous companies, assisting them to both grow and leverage their value. He is currently with DOXIM Inc., the Canadian leader in compliance document management applications for mid-sized financial institutions. Mr. Day has a B.Sc. from Queen's University, an M.Eng from Cornell University, and an MBA from Harvard Business School.
"Martin joins us at an opportune time to help guide and strengthen our company. We are confident he will provide exceptional value to our shareholders and assist Valucap with the next stage of our growth," said Mr. Watts, President & CEO of Valucap.
Valucap is an investment issuer and is interested in acquiring influential positions in venture stage Canadian technology companies. Valucap seeks to invest in companies that are positioned to leverage the rapid adoption of emerging technology shifts such as "cloud computing", Web 2.0, and Software as a Service (SaaS). The Company provides investees with both the capital and management support required to exploit opportunities for growth.
This press release includes certain "Forward-Looking Statements". All statements, other than statements of historical fact, included herein, including without limitation, statements regarding future plans and objectives of Valucap, are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.
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 release.
SOURCE VALUCAP INVESTMENTS INC.
For further information: For further information: please contact Valucap Investments Inc.: Jeffrey S. Watts, President and Chief Executive Officer, Tel: (416) 364-2591, Email: firstname.lastname@example.org