J.L. ALBRIGHT IV VENTURE FUNDS ENTER LOAN AGREEMENT WITH AND ACQUIRE
SECURITIES OF ESPIAL GROUP INC.
TORONTO, Nov. 8 /CNW/ - J.L. Albright Venture Partners ("JLA Ventures") announces that, three of its managed funds, J.L. Albright IV Venture Fund L.P., J.L. Albright IV Parallel Venture Fund L.P. and J.L. Albright IV Parallel II Venture Fund L.P. (collectively, the "Funds") have entered into a loan agreement (the "Loan Agreement") with Espial Group Inc. ("Espial") pursuant to which the Funds will advance $3,500,000 (the "Loan"). Pursuant to the Loan Agreement, the Funds will acquire warrants exercisable for an aggregate of 823,529 common shares of Espial (the "Warrants"). If all of the conditions under the Loan Agreement are met, the Warrants will be issued to the Funds upon advancement of the Loan on or about December 30, 2010. The Warrants are exercisable for five years at an exercise price determined, at the time of the issuance of the Warrants, by a formula being the lower of: (i) $0.85; and (ii) the volume weighted average trading price of Espial's common shares on the Toronto Stock Exchange for a period of five days ending immediately prior to the completion of the Loan.
Upon exercise of the Warrants in full, the Funds would acquire 823,529 common shares of Espial representing, to the knowledge of the Funds, approximately 5.5% of the common shares of Espial, based on 14,925,358 common shares outstanding. The common shares would be acquired in the following proportions: 658,963 by J.L. Albright IV Venture Fund L.P.; 130,505 by J.L. Albright IV Parallel Venture Fund L.P.; and 34,061 by J.L. Albright IV Parallel II Venture Fund L.P.
As of the date hereof, JLA Ventures controls an aggregate of 2,800,000 common shares of Espial representing, to its knowledge, approximately 19.9% based on 14,101,829 common shares outstanding. Assuming the exercise in full of the Warrants, JLA Ventures would control an aggregate of 3,623,529 common shares of Espial representing, to its knowledge, approximately 24.3% based on 14,925,358 common shares outstanding.
The foregoing acquisitions were made for investment purposes. JLA Ventures may, directly or indirectly, depending on market and other conditions, acquire beneficial ownership of, control or direction over, additional common shares of Espial, through market transactions, private agreements or otherwise. JLA Ventures may, depending on market and other conditions, sell any or all of the Espial common shares held by the Funds.
For further information:
on JLA Ventures visit www.jlaventures.com.
J.L. Albright Venture Partners
Suite 4440, P.O. Box 215
TD Canada Trust Tower
BCE Place, 161 Bay Street
Toronto, Ontario
M5J 2S1
Telephone: (416) 267-2440
Facsimile: (416) 367-4604
E-mail: info@jlaventures.com
Share this article