Catch the Wind Completes Short Form Prospectus Offering
08 August 2011 - 1:00PM
PR Newswire (Canada)
MANASSAS, VA, Aug. 8, 2011 /CNW/ -- /Not for Distribution to United
States Newswire Services or for Dissemination in the United States/
MANASSAS, VA, Aug. 8, 2011 /CNW/ - Catch the Wind Ltd. (TSX-V:
CTW), providers of laser-based wind sensor products and technology,
has completed its previously announced best efforts short form
prospectus offering of units and common shares of the Company for
aggregate proceeds of approximately CDN$15,051,180. Each unit was
priced at CDN$0.40 and consisted of one common share and one-half
of one common share purchase warrant of the Company. Each whole
warrant entitles the holder to purchase one common share of the
Company at an exercise price of $0.60 per share at any time before
5:00 p.m. (Toronto time) on the date that is two years following
the closing of the offering. Each common share sold separately from
units was priced at CDN$0.35. The offering was led by Jacob
Securities Inc. (the "Agent"). The Company has granted the Agent an
over-allotment option to purchase up to an additional 15% of the
number of units and common shares issued pursuant to the offering
on the same terms and conditions as the offering, exercisable in
whole or in part for a period of up to 30 days following the
closing of the offering. The Agent received a cash fee equal to 6%
of the gross proceeds raised through the offering. In
addition, the Company granted the Agent compensation options
exercisable for a period of 24 months following the closing of the
offering to purchase up to that number of units and common shares
as is equal to 6% of the aggregate number of units and common
shares sold pursuant to the offering at an exercise price per unit
equal to the unit offering price and an exercise price per share
equal to the share offering price. Various Hunter Hall entities,
which collectively have beneficial ownership of, or control or
direction over, common shares of the Company carrying more than 10%
of the voting rights attached to all outstanding voting securities
of the Company, acquired an aggregate of 25,714,285 common shares
under the offering, representing approximately 61% of the total
number of common shares issued under the offering (including common
shares forming part of units). Following completion of the
offering, the Company believes that these parties will collectively
have beneficial ownership of, or control or direction over,
approximately 48,457,944 common shares of the Company, which
represents approximately 39.55% of the total number of outstanding
shares of the Company post-offering. In addition, Philip Rogers and
Alisa Rogers, who jointly have beneficial ownership of, or control
or direction over, common shares of the Company carrying more than
10% of the voting rights attached to all outstanding voting
securities of the Company, directly and indirectly acquired an
aggregate of 262,500 common shares under the offering, representing
approximately 0.01% of the total number of common shares issued
under the offering (including common shares forming part of units).
Following completion of the offering, the Company believes that
these parties will collectively have beneficial ownership of, or
control or direction over, 26,733,088 common shares of the Company,
which represents 21.82% of the total number of outstanding shares
of the Company post-offering. The participation of these parties in
the offering constitutes a related party transaction under Canadian
Multilateral Instrument 61-101 ("MI 61-101"), but is otherwise
exempt from the formal valuation and minority approval requirements
of MI 61-101. These entities agreed to the same terms and
conditions as each other subscriber under the offering. The
offering remains subject to receipt of all necessary regulatory
approvals, including the final approval of the TSX Venture
Exchange. About Catch the Wind Ltd. Catch the Wind Ltd. is a
high-growth technology company headquartered in Manassas, Virginia.
The Company was founded in 2008 to develop and manufacture the
Vindicator(®) laser wind sensor. Catch the Wind serves the
commercial market sector for laser based wind sensor systems,
recognized as the "gold standard" in wind measurement. The Company
is focused on becoming a major contributor in making clean,
renewable wind energy more affordable and profitable. For more
information, visit www.catchthewindinc.com. Forward-Looking
Information This news release includes certain forward-looking
statements within the meaning of Canadian securities laws.
Forward-looking statements involve risks, uncertainties and other
factors that could cause actual results, performance, prospects and
opportunities to differ materially from those expressed in such
forward-looking statements. Forward-looking statements in this news
release, include, but are not limited to, economic performance and
future plans and objectives of Catch the Wind. Any number of
important factors could cause actual results to differ materially
from these forward-looking statements as well as future results.
Although Catch the Wind believes that the assumptions and factors
used in making the forward-looking statements are reasonable, undue
reliance should not be placed on these statements, which only apply
as of the date of this news release, and no assurance can be given
that such events will occur in the disclosed timeframes or at all.
Catch the Wind disclaims any intention or obligation to update or
revise any forward-looking statement, whether as a result of new
information, future events or otherwise. 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. To
view this news release in HTML formatting, please use the following
URL:
http://www.newswire.ca/en/releases/archive/August2011/08/c2210.html
table border="0" tr td align="left" Catch the Wind
Ltd. /td td align="right" /td
td align="right" /td td align="right" /td td
valign="top" align="left" TMX Equicom /td /tr tr td align="left"
Claudia Jaques /td td align="right"
/td td align="right" /td td align="right" /td
td valign="top" align="left" Philip Dale /td /tr tr td align="left"
Vice President and General Counsel /td td
align="right" /td td align="right" /td td
align="right" /td td valign="top" align="left" Investor
Relations /td /tr tr td align="left"
703-393-0754 /td td
align="right" /td td align="right" /td td
align="right" /td td valign="top" align="left" 416-815-0700
ext. 253 /td /tr tr td align="left" a cr="true"
href="mailto:cjaques@catchthewindinc.com"cjaques@catchthewindinc.com/a
/td td align="right" /td td align="right"
/td td align="right" /td td valign="top" align="left"
a cr="true"
href="mailto:pdale@equicomgroup.com"pdale@equicomgroup.com/a /td
/tr /table
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