WINNIPEG, Aug. 27 /CNW/ - Cornelius Martens, President & CEO of All in
West! Capital Corporation (the "Corporation") (TSX-V: ALW) announced today
that it has received a receipt for its prospectus dated August 26, 2009 (the
"Prospectus") qualifying the distribution to its shareholders resident in
British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Nova Scotia and
the Northwest Territories (the "Qualifying Jurisdictions") of rights
("Rights') to purchase 8% Series C Senior Convertible Debentures
("Debentures"). The Prospectus is expected to be distributed to shareholders
in the Qualifying Jurisdictions on September 17, 2009. The Rights will expire
on October 8, 2009.
Under the Rights offering, shareholders of record on September 14, 2009
will be granted one Right for each common share of the Corporation held. Every
66.6 Rights will entitle the holder thereof to subscribe for $10 principal
amount of Debentures. The Corporation currently has 17,266,881 issued and
outstanding Shares such that Shareholders are entitled to purchase Debentures
having an aggregate principal amount of $2,592,620. The closing of the
offering is subject to the Corporation receiving subscriptions for not less
than 200,000 Debentures ($200,000 aggregate principal amount). Interest on the
Debentures will be payable monthly. The principal amount of the Debentures
will be convertible into Shares at a price of $0.10 per share any time prior
to their maturity on October 1, 2012.
The Debentures will rank subordinate to the Corporation's senior
indebtedness, but will rank in priority to the Corporation's outstanding
Series A and Series B convertible debentures.
National Bank Financial Inc. has been retained to act as the dealer
manager in connection with the rights offering.
The net proceeds from the subscription for Debentures will be used by the
Corporation for working capital and to help the Corporation meet its ongoing
obligations and commitments with respect to its portfolio of hotels. The
Corporation may use a portion of the proceeds to convert the Black Bear Inn in
Hinton, Alberta into a franchised hotel property.
The TSX Venture Exchange has conditionally approved the listing of the
Rights on or about September 10, 2009, subject to the Corporation satisfying
the requirements of the TSX Venture Exchange.
This press release contains forward-looking statements. Forward-looking
statements are subject to risks and uncertainties that could cause actual
results to differ materially from what the Corporation currently expects. Some
of these risks and uncertainties are described under "Risk Factors" in the
Corporation's prospectus dated August 26, 2009, a copy of which is available
at www.sedar.com. All forward-looking statements contained herein are
expressly qualified by this cautionary statement.
The TSX Venture Exchange has not reviewed or approved the contents of
this press release.
For further information:
For further information: Mr. Cornelius Martens, President and Chief
Executive Officer, or Cornelius William Martens, Investor Relations, Tel: