Infinity Minerals Corp. Announces Financing for up to $30.0 Million
The net proceeds from the Financing will be used to fund: the previously announced acquisition (see the Corporation's press release dated April 23, 2013 for more information) of an Alberta-based energy services company, expand that company's equipment fleet and for general working capital purposes.
Upon the closing of the transaction, the Corporation will be renamed "Enerpoint Site Services Corp.".
The Convertible Debentures will have a face value of $100 per Debenture, a maturity date of June 30, 2018, and will be convertible into common shares of the Corporation at the option of the holder at a conversion price, subject to certain adjustments, of $0.40 per common share (the "Conversion Price"), being a conversion rate of 2,500 Infinity common shares for each $1,000 principal amount of Debentures. The Debentures will accrue interest at a rate of 9.00% per annum payable semi-annually in arrears on June 30 and December 31 in each year commencing December 31, 2013. The December 31, 2013 interest payment will represent accrued interest for the period from the closing date. The Debentures will not be redeemable before June 30, 2015. On or after June 30, 2015 and prior to the maturity date, the Corporation may, at its option, subject to providing not more than 60 and not less than 30 days prior notice, redeem the Debentures, in whole or, from time to time, in part, at par plus accrued and unpaid interest provided that the volume weighted average trading price of the common shares of the Corporation on the TSX Venture Exchange ("TSX Venture") during the 20 consecutive trading days ending five trading days preceding the date on which the notice of redemption is given is not less than 125% of the Conversion Price. The Debentures will be direct, secured obligations of Corporation, subordinated to the senior indebtedness of the Corporation for borrowed money and ranking equally with all other secured subordinated indebtedness. Subject to specified conditions, Corporation will have the right to repay the outstanding principal amount of the Debentures, on maturity or redemption, through the issuance of common shares of the Corporation. Corporation also has the option to satisfy its obligation to pay interest through the issuance and sale of additional common shares of the Corporation.
The Units will be issued at a price of $0.30 per Unit and are comprised of one (1) common share and one-half of one (0.5) common share purchase warrant of the Corporation. Each full warrant entitles the holder thereof to acquire one additional common share of the Corporation at a price of $0.40 for a period of 18 months following closing of the Private Placement.
Additional Details of the Private Placement
The Private Placement will be made to eligible subscribers in all provinces of Canada in reliance upon certain exemptions from the prospectus and registration requirements under applicable Canadian securities law. Closing of the private placement is scheduled to occur on or about July 19, 2013, and is subject to certain conditions including, but not limited to, the Convertible Debentures and Units being subject to a four month hold period from the closing date of the Private Placement, the receipt of all necessary approvals, including the approval of the TSX Venture and the securities regulatory authorities.
The Convertible Debentures and Units have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Corporation
Post-closing of the acquisition and Financing, the Corporation will be a "best-in-class" well-site infrastructure and oilfield service company with six service centres, plus Calgary, located strategically in the Western Canadian Sedimentary Basin.
On Behalf of the board of directors,
"Ron Shenton"
Ron Shenton, President
For further information, please visit the company's website at
www.infinitymineralscorp.com or
call 604-685-6806
Email info@infinitymineralscorp.com
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Statements in this press release, other than purely historical information, including statements relating to the Company's future plans and objectives or expected results, may include forward-looking statements. Forward-looking statements are based on numerous assumptions and are subject to all of the risks and uncertainties inherent in resource exploration and development. As a result, actual results may vary materially from those described in the forward-looking statements.