/NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE SERVICES/
MONTREAL, Sept. 16, 2014 /CNW/ - Lumenpulse Inc. (TSX:LMP) ("Lumenpulse" or the "Corporation"), a leading manufacturer of high performance, specification-grade LED lighting solutions, announced today that a group of shareholders have entered into an agreement with a syndicate of underwriters led by Canaccord Genuity Corp. and National Bank Financial Inc. (the "Lead Underwriters") to sell, on a bought deal basis (the "Offering"), 3,408,204 Common Shares of Lumenpulse at a price of $19.50 per Common Share (the "Shares"). Lumenpulse will not receive any proceeds from the Offering.
Selling Shareholders include founders François-Xavier Souvay (Chairman, President and Chief Executive Officer of the Corporation), Groupe W Inc. (an entity controlled by Nicolas Belanger, a Director of the Corporation), Philippe Racine (Senior Vice President, Sales Operations), Yvan Hamel (Senior Vice-President, Product Development) and Nicolas Occhionero (together, the "Founding Shareholders") and XPND Fund L.P. (an entity controlled by Alexandre Taillefer, a Director of the Corporation) and Stepworth Holdings, Inc., a member of the Claridge Group (together, with the Founding Shareholders, the "Selling Shareholders").
The Offering will allow Founding Shareholders of Lumenpulse to diversify their respective holdings while maintaining their substantial ownership interest in Lumenpulse. The Selling Shareholders own, as of the date hereof, directly or indirectly, an aggregate of 13,036,263 common shares representing in the aggregate 56.2% of the outstanding common shares of Lumenpulse. After giving effect to the Offering, the Selling Shareholders will continue to own 9,628,059 common shares of the Corporation, representing approximately 41.5% of the outstanding common shares of the Corporation.
The Selling Shareholders have agreed to a new lock-up provision of 90 days from the closing date of this Offering. The Company believes that the Offering will benefit all Lumenpulse shareholders through an increased public float without any dilution, enhanced trading liquidity and an orderly management of lock-up provisions.
A preliminary short form prospectus relating to the Offering will be filed shortly with the securities regulatory authorities in the Provinces and Territories of Canada. Closing of the Offering is currently expected to take place on or about October 7, 2014 and is subject to certain conditions, including the receipt of all necessary regulatory approvals.
No securities regulatory authority has either approved or disapproved the contents of this press release. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities of Lumenpulse Inc. in any jurisdiction in which such offer, solicitation or sale would be unlawful. These securities have not been and will not be registered under the United States Securities Act of 1933, as amended or any U.S. state securities law and may not be offered or sold in the United States except in compliance with the registration requirements of said Act and applicable U.S. state securities laws or pursuant to an exemption therefrom.
About Lumenpulse Inc.
Founded in 2006, Lumenpulse designs, develops, manufactures and sells a wide range of high performance and sustainable specification-grade LED lighting solutions for commercial, institutional and urban environments. Lumenpulse is a leading pure-play specification-grade LED lighting solutions provider and has earned many awards and recognitions, including several Product Innovation Awards (PIA), three Next Generation Luminaires Design Awards, a Red Dot Product Design Award and a Lightfair Innovation Award. Lumenpulse has more than 353 employees worldwide, with corporate headquarters in Montreal, Canada, and offices in Boston, Massachusetts, London, UK and Manchester, UK. Lumenpulse is listed on the Toronto Stock Exchange under the symbol LMP.
This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. This forward-looking information is identified by the use of terms and phrases such as "may", "would", "should", "could", "expect", "intend", "estimate", "anticipate", "plan", "foresee", "believe", or "continue", the negative of these terms and similar terminology, including references to assumptions, although not all forward-looking information contains these terms and phrases. Forward-looking information is based upon a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking information. These risks and uncertainties include, but are not limited to, the risk factors identified in the Company's annual information form filed with the Canadian securities regulatory authorities, which is available on the SEDAR website at www.sedar.com. There can be no assurance that such information will prove to be accurate, and readers are cautioned not to place undue reliance on this forward-looking information.
SOURCE: Lumenpulse Inc.
For further information: Yvon Roy, Vice-President - Investor Relations, (514) 937-3003 ext. 307, [email protected],www.lumenpulse.com