Chudleigh Ventures Inc.

November 20, 2009 16:50 ET

Chudleigh Ventures Inc. Announces Increase of its Private Placement to $6.1-$8.5 Million

TORONTO, ONTARIO--(Marketwire - Nov. 20, 2009) - Chudleigh Ventures Inc. ("Chudleigh") (TSX VENTURE:CLV.P), a Capital Pool Company, is pleased to announce it will increase the size of its previously announced private placement that will close concurrently with its Qualifying Transaction. Chudleigh now intends to offer (the "Offering") a minimum of 24.4 million units and a maximum of 34 million units, at a subscription price of $0.25 per unit, for gross proceeds of between $6.1 million and $8.5 million. Each unit will consist of one common share and ½ warrant, each whole warrant entitling the holder to acquire one additional common share at a purchase price of $0.40 for a 24 month period.

Chudleigh had previously announced on November 7, 2008 and September 29, 2008 the terms of its Qualifying Transaction (as that term is defined by the policies of the TSX Venture Exchange) whereby it will complete a business combination with Sweet Diabetic Delight Foods Inc., doing business as Xylitol Canada ("Xylitol Canada"). Xylitol Canada entered into a joint venture with SunOpta BioProcess Inc. ("SBI") on March 27, 2008 pursuant to which the parties developed a proprietary xylitol production process (the "Joint Venture"). Xylitol Canada and SBI have entered into a non-binding term sheet whereby SBI has agreed to contribute the assets developed in the Joint Venture to Xylitol Canada and supply Xylitol Canada with sufficient feedstocks to enable Xylitol Canada to operate a pilot production facility as well as provide assistance and expertise for the operation of such a facility, in exchange for SBI becoming a 50% holder of Xylitol Canada's issued and outstanding common shares.

Canaccord Capital Corporation will act as lead agent and has agreed to act on a commercially reasonable efforts basis with respect to the Offering. The proceeds from the Offering will be used for the construction of a pilot plant to test commercial scale production of xylitol, a natural sweetener, and for general working capital purposes.

Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or 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 TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release. Neither the 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.

Contact Information