Anonymous ID: 6d4432 March 9, 2019, 10:19 a.m. No.5591319   🗄️.is 🔗kun   >>1325 >>1888 >>1950

Dig on Clinton Guistra Global Initiantive - 222 Pizza Express share holders statement. Ian Telfer. Radcliff foundation (Guistra's)

 

https://web.archive.org/web/20180407143207/https://www.newswire.ca/news-releases/222-pizza-express-corp-completes-15-million-private-placement-and-debt-settlement-535933921.html

 

 

See more news releases in Food & Beverages Personnel Announcements

 

222 Pizza Express Corp. completes $1.5 million Private Placement and Debt Settlement

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(NEX Board of TSXV:PIZ.H)

 

VANCOUVER, April 21 /CNW/ - The Company announced today that it has

completed the $1.5 million private placement previously announced on March 28,

  1. Under the terms of the financing, the Company issued an aggregate of

30,000,000 units, at a price of $0.05 cents per unit. Each unit consists of

one common share and one warrant exercisable for one additional common share

at a price of $0.10 per share, for a period of one year. Endeavour Financial

has been issued 1.5 million units as a finder's fee on monies raised in the

private placement.

The Company also settled $500,000 in outstanding debt through the

issuance of 10 million common shares at a deemed price of $0.05 per share. All

securities issued in the private placement and debt settlement are subject to

a hold period expiring on August 22, 2008.

The Company also announces the appointment of Jeff Durno as President and

a Director of the Company. Mr. Durno is the managing partner of Anfield Sujir

Kennedy & Durno, a Vancouver law firm focusing on corporate and securities

law, and is Chairman of Emprise Capital Corporation, a Vancouver based

merchant banking firm which has assisted the Company in its restructuring.

Sarbjeet Mandair has resigned from his positions with the Company. The Company

also announces that it has agreed to grant options to purchase an aggregate of

50,000 shares, at a price of $0.35 per share, exercisable for a period of six

months.

The Radcliffe Foundation of Vancouver, BC has subscribed for 820,000

units of the private placement and has received 5,000,000 shares on the

completion of the debt settlement transaction. The Radcliffe Foundation now

holds 6,980,000 common shares, representing 11.97% of the Company's

outstanding capital. It also owns an additional 820,000 share purchase

warrants. Mr. Frank Giustra of West Vancouver, BC, controls the Radcliffe

Foundation and has personally subscribed for 1,800,000 units of the private

placement. Mr. Giustra now holds 4,600,000 common shares of the Company. When

combined with the holdings of the Radcliffe Foundation, Mr. Giustra controls

an aggregate of 11,580,000 common shares representing 19.86% of the Company's

outstanding capital. Mr. Giustra also owns personally, an additional 1,800,000

share purchase warrants. Assuming the exercise of all warrants held by

Mr. Giustra and the Foundation, Mr. Giustra would then own or control an

aggregate of 14,200,000 common shares, representing 23.31% of the Company's

then outstanding capital.

The Company is advised that the securities were acquired by the Radcliffe

Foundation and Mr. Giustra for investment purposes. While they do not

currently have any intention to acquire further securities of the Company, the

Radcliffe Foundation or Mr. Giustra may in the future acquire or dispose of

securities of the Company, through the market or otherwise, as circumstances

or market conditions warrant.

Anonymous ID: 6d4432 March 9, 2019, 10:20 a.m. No.5591325   🗄️.is 🔗kun   >>1636 >>1888 >>1950

>>5591319

 

The Radcliffe Foundation is a charitable foundation established to

support local and international charities with the support of Frank Giustra,

who is a member of the Foundation. The Radcliffe Foundation, together with the

newly created Clinton-Giustra Sustainable Growth Initiative, provides support

to alleviate poverty and build sustainable local economies in the world's

developing countries.

Ian Telfer of Vancouver, BC, has subscribed for 6,000,000 units of the

private placement. Mr. Telfer now holds 6,000,000 common shares representing

10.29% of the Company's outstanding capital. Mr. Telfer also owns an

additional 6,000,000 share purchase warrants. Assuming the exercise of all

warrants held by Mr. Telfer, he would then own and control an aggregate of

12,000,000 common shares, representing 18.66% of the Company's then

outstanding capital. The Company is advised that the securities were acquired

by Mr. Telfer for investment purposes. While he does not currently have any

intention to acquire further securities of the Company, Mr. Telfer may in the

future acquire or dispose of securities of the Company, through the market or

otherwise, as circumstances or market conditions warrant.

 

This document may contain statements about expected or anticipated future

events and financial results that are forward-looking in nature and as a

result, are subject to certain risks and uncertainties, such as general

economic, market and business conditions, the regulatory process and actions,

technical issues, new legislation, competitive and general economic factors

and conditions, the uncertainties resulting from potential delays or changes

in plans, the occurrence of unexpected events, and the Company's capability to

execute and implement its future plans. Actual results may differ materially

from those projected by management. For such statements, we claim the safe

harbour for forward-looking statements within the meaning of the Private

Securities Legislation Reform Act of 1995.

 

The TSX Venture Exchange has not reviewed and does not accept

responsibility for the adequacy or accuracy of the content of this news

release.