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