/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR
DISSEMINATATION IN THE UNITED
STATES/
KELOWNA, BC,
July 2, 2013 /CNW/ - Trincan Capital
Corp. ("Trincan" or the "Corporation") (TRN:TSX-V) is
pleased to announce a proposed non-brokered private placement (the
"Private Placement") of up to 7,500,000 units of the
Corporation ("Units") at a price of $0.07 per Unit for aggregate gross proceeds of up
to $525,000. Each Unit shall consist
of one common share of the Corporation (a "Common Share")
and one-half of one Common Share purchase warrant (each whole such
warrant, a "Warrant"). The Warrant will not be listed. Each
whole Warrant shall be exercisable for one Common Share at a price
of $0.15 per Common Share for a
period of two years following closing on July 31, 2015. All securities in the Private
Placement will be subject to a four month hold period from the
closing of the Private Placement. Agents may be paid a finder's fee
of up to 10% of the aggregate subscription secured by such agents
pursuant to the Private Placement. Closing of the Private Placement
is not subject to a minimum aggregate amount but shall be subject
to receipt of all required regulatory approvals.
The proceeds of the Private Placement will be
used for general working capital purposes. The Units will be issued
to purchasers pursuant to exemptions from the prospectus
requirements of applicable securities legislation and will be
subject to resale restrictions, as required under the applicable
securities legislation. An additional 3,750,000 Common Shares will
be reserved for issuance on exercise of the Warrants. After giving
effect to the Private Placement, Trincan will have 16,469,000
Common Shares outstanding.
Any participation by insiders of the Corporation
in the private placement will be on the same terms as the arm's
length investors, and the shareholdings of insiders in the
Corporation will increase as a result of any such participation. It
is anticipated that certain directors will subscribe for
Units but in any event not in excess of 25% of the Private
Placement. The Corporation has no reason to believe that the
Private Placement will result in a change of control of the
Corporation.
An initial Closing of the Private Placement is
expected to occur on or about July 20,
2013 but in any event on August 1,
2013.
CAUTIONARY STATEMENT
Neither the TSX Venture Exchange nor its
Regulation Service Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
No stock exchange, securities commission or
other regulatory authority has approved nor disapproved the
information contained herein.
FORWARD-LOOKING STATEMENTS
This news release contains forward-looking
statements relating to the issuance of securities and the use of
proceeds from the Private Placement and other statements that are
not historical facts. Forward-looking statements are often
identified by terms such as "will", "should", "anticipate",
"expects" and similar expressions. All statements other than
statements of historical fact, included in this release, including,
without limitation, statements regarding the issuance of
securities, the use of proceeds from the Private Placement, and
future plans and objectives of the Company, are forward looking
statements that involve 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. Important factors could cause
actual results to differ materially from the Company's expectations
and are detailed from time to time in the filings made by the
Company with securities regulations.
The reader is cautioned that assumptions used
in the preparation of any forward-looking information may prove to
be incorrect. Events or circumstances may cause actual results to
differ materially from those predicted, as a result of numerous
known and unknown risks, uncertainties, and other factors, many of
which are beyond the control of Trincan. As a result, Trincan
cannot guarantee that any forward-looking statement will
materialize and the reader is cautioned not to place undue reliance
on any forward-looking information. Such information, although
considered reasonable by management at the time of preparation, may
prove to be incorrect and actual results may differ materially from
those anticipated. Forward-looking statements contained in this
news release are expressly qualified by this cautionary statement.
The forward-looking statements contained in this news release are
made as of the date of this news release, and Trincan does not
undertake any obligation to update publicly or to revise any of the
included forward-looking statements, whether as a result of new
information, future events or otherwise, except as expressly
required by Canadian securities law.
SOURCE TrinCan Capital Corp.
