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CALGARY, Jan. 8 /CNW/ - Pristine Power Inc. (TSX: PPX) ("Pristine" or the "Company") is pleased to announce that it has closed a $5.0 million secured bridge loan facility ("Facility") with Deans Knight Capital Management Ltd. ("Deans Knight"), a Vancouver based investment manager acting on behalf of its accountholders. The Facility was put in place to ensure that working capital is available for Pristine to continue the development of existing projects. The Facility is pursuant to a Note Purchase Agreement between Pristine, Deans Knight and certain investors represented by Deans Knight. The Facility is evidenced by promissory notes with a one year term and interest payable at 12% and is secured by a general charge on all present and future property of Pristine, subject to certain exceptions. The proceeds of the Facility are being held in escrow, to be released at the request of Pristine, subject to certain conditions.
As additional consideration for the Facility, 500,000 warrants (the "Warrants") were issued to the holders of the promissory notes. Each Warrant entitles the holder to acquire one Common Share at a price of $3.25 at any time up to 5:00 pm (Calgary time) on January 13, 2012. The Warrants have been conditionally approved for listing on the Toronto Stock Exchange under the symbol "PPX.WT", subject to a four month hold restriction.
This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities in the United States. The securities offered have not been and will not be registered under the U.S. Securities Act of 1933 (the "Act") and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements of such Act.
Pristine (TSX: PPX) is in the business of developing, owning and operating independent power plants that produce and sell electricity and in some cases, sell process steam to industrial users. Pristine capitalizes on opportunities in the independent power market by actively pursuing the development of dependable, cost-effective and environmentally responsible power generation facilities utilizing technology with proven past performance. Pristine pursues a mix of large gas-fired, bioenergy and hydroelectric projects, and smaller replicable waste heat recovery ERG(R) and bioenergy projects. Pristine currently has three projects in operation, and two under contract and in advanced development. Pristine is developing projects in strategic regions of North America. Visit www.pristinepower.ca for more information.
Cautionary Statement Regarding Forward-Looking Information
Certain statements in this news release may constitute "forward-looking information" or "forward-looking statements" which involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or industry results to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. When used in this news release, such information uses such words as "estimates", "expects", "plans", "anticipates" and other similar terminology. This information reflects the Company's current expectations regarding future events. Forward-looking information involves significant uncertainties, should not be read as a guarantee of future performance or results, and will not necessarily be an accurate indication of whether or not such results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking information. Readers are cautioned that notwithstanding the Company's current intentions regarding the use of the net proceeds of the financing, there may be circumstances where a reallocation of funds may be necessary. While Pristine anticipates that it will spend the funds available to it as set forth above, there may be circumstances where, for sound business reasons, a reallocation of the net proceeds may be necessary, depending on future operations on Pristine's properties or unforeseen events. Although the forward-looking information in this news release is based upon what management of the Company believes are reasonable assumptions, the Company cannot assure investors that actual results will be consistent with this forward-looking information. The intended use of proceeds is based on assumptions relating to the current business and investment climate of Pristine's business and the current business projections of the management of Pristine. This forward-looking information is provided as of the date of this news release, and, subject to applicable securities laws, the Company assumes no obligation to update or revise such information to reflect new events or circumstances. The forwardlooking statements contained herein are expressly qualified by this cautionary statement.
SOURCE PRISTINE POWER INC.
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