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VDA.P First Growth Holdings Ltd

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Share Name Share Symbol Market Type
First Growth Holdings Ltd TSXV:VDA.P TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

Vida Ventures Ltd. Closes First Tranche of Private Placement

27/09/2013 10:28pm

Marketwired Canada


NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED
STATES.


Vida Ventures Ltd. ("Vida" or the "Company") (TSX VENTURE:VDA.P), a capital pool
company, is pleased to announce that it has closed the first tranche (the "First
Tranche") of its non-brokered private placement (the "Financing") as previously
announced in a press release of the Company dated September 7, 2012. The First
Tranche of the Financing consisted of the issuance of 18,352,167 subscription
receipts (each, a "Subscription Receipt") at a price of $0.30 per Subscription
Receipt for gross proceeds of $5,505,650. 


Following the completion of Vida's acquisition (the "Transaction") of all of the
issued and outstanding shares of WineOnline Marketing Company Ltd.
("WineOnline"), the proceeds from the Financing will be utilized to develop
WineOnline's business and operations.


Concurrent with the closing of the Transaction, each Subscription Receipt will
be automatically converted into one unit of the Company (each a "Unit") for no
additional consideration. In the event that the Transaction has not been closed
by December 31, 2013, the proceeds from the sale of the Subscription Receipts
will be returned to the subscribers on a pro rata basis. Each Unit will consist
of one common share of Vida (each a "Share") and one-half of one Share purchase
warrant (each whole warrant, a "Warrant"). Each Warrant will entitle the holder
thereof to purchase one additional Share at a price of $0.45 for a period of two
years from the date the Unit is issued. 


The Company also announces that it has revised the terms of the Financing to
include a minimum of 20,000,000 Subscription Receipts up to a maximum of
26,666,667 Subscription Receipts, for aggregate gross proceeds of a minimum of
$6,000,000 (the "Minimum Financing") up to a maximum of $8,000,000 (the "Maximum
Financing"). Subject to approval of the TSX Venture Exchange (the "Exchange"),
the Company may, in its sole discretion, increase the size of the Maximum
Financing to exceed $8,000,000.


The securities issued under the First Tranche are subject to a four month hold
period which will expire on January 28, 2014. Upon completion of the Transaction
and the release of the proceeds of the Financing to the Company, Vida has agreed
to pay compensation to certain finders (the "Finders") in connection with the
First Tranche as follows (i) aggregate cash commissions of $440,452 representing
8% of the total proceeds received by Vida from the First Tranche to purchasers
introduced to Vida by the Finders, and (ii) Share purchase warrants (the
"Finder's Warrants"), having the same attributes as the Warrants, for the
purchase of an aggregate of 1,468,173 Shares representing 8% of the number of
Subscription Receipts sold to purchasers under the First Tranche introduced to
Vida by the Finders. The Finder's Warrants issued to the Finders, and any
underlying securities, will be subject to a four month hold period.


The completion of the Transaction is subject to a number of additional
conditions, including, but not limited to, approval of the Transaction by the
board of directors of each of the Company and WineOnline, completion of the
Minimum Financing and the approval of the Exchange. There can be no assurance
that the Transaction will be completed as proposed, or at all, and trading in
the Company's securities should be considered highly speculative. 


ON BEHALF OF THE BOARD 

Iat Wai Chan, Chief Executive Officer 

VIDA VENTURES LTD. 

The securities referred to in this news release have not been, nor will they be,
registered under the United States Securities Act of 1933, as amended, and may
not be offered or sold within the United States or to, or for the account or
benefit of, U.S. persons absent U.S. registration or an applicable exemption
from the U.S. registration requirements. This news release does not constitute
an offer for sale of securities for sale, nor a solicitation for offers to buy
any securities. 


Investors are cautioned that, except as disclosed in the filing statement to be
prepared in connection with the Transaction, any information released or
received with respect to the Transaction may not be accurate or complete and
should not be relied upon. Trading in the securities of a capital pool company
should be considered highly speculative. The Exchange has in no way passed on
the merits of the proposed Transaction and has neither approved nor disapproved
the contents of this press release.


Neither the Exchange nor its Regulation Services Provider (as that term is
defined in the policies of the Exchange) has in any way passed upon the merits
of the Transaction and neither of the foregoing entities has in any way approved
or disapproved of the contents of this press release.


Forward Looking Statements

This press release contains forward-looking statements concerning the issue of
Subscription Receipts and the acquisition of WineOnline. These forward-looking
statements are based on assumptions and judgments of management regarding the
sale of the Subscription Receipts and the Transaction that may prove to be
inaccurate due to factors beyond Vida's control, including the satisfaction of
conditions to the closing the Transaction and the Financing. Although Vida has
attempted to identify important factors that could cause actual results to
differ materially from those contained in the forward-looking statements, there
may be other factors that cause results not to be as anticipated or intended.
There is no assurance that such information will prove to be accurate, as future
events could differ materially from those anticipated in such information and
accordingly, there is no assurance that the Transaction and the completion of
the Financing will be completed as anticipated. Readers should not place undue
reliance on forward-looking statements.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Vida Ventures Ltd.
Herrick Lau
604-688-9588
herrick.lau@barongroupintl.com

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