SKANA Capital Corp.
TSX VENTURE : SKN

SKANA Capital Corp.

October 15, 2009 12:47 ET

SKANA Announces Closing of Subscription Receipt Financing

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Oct. 15, 2009) -

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

SKANA Capital Corp. ("SKANA") (TSX VENTURE:SKN) is pleased to announce that it has completed its previously-announced private placement (the "Offering") of 8,844,715 subscription receipts (the "Subscription Receipts") at a price of $0.35 per Subscription Receipt (the "Offer Price") raising gross proceeds of approximately $3,095,650. Canaccord Capital Corporation ("Canaccord") acted as lead agent for the Offering, which also included Haywood Securities Inc. (together, the "Agents").

Each Subscription Receipt will entitle the holder thereof to acquire at the Escrow Release Time (as defined below), for no additional consideration, one unit of SKANA. Each unit will consist of one common share of SKANA (each, a "Unit Share") and one common share purchase warrant of SKANA (each, a "Warrant"). Each Warrant will entitle the holder thereof to subscribe for one additional common share (the "Warrant Shares") of SKANA at a price of C$0.75 for a period of 12 months from the Escrow Release Time, provided however, that if the closing price for trading of the common shares of SKANA exceeds C$1.00 per share for 20 consecutive trading days after expiration of the Hold Period, the Warrants may be cancelled upon 30 days written notice to the Warrant holders, at the option of SKANA. The Subscription Receipts, Unit Shares, Warrants and Warrant Shares issued and issuable in connection with the Offering shall be subject to a four month holding period from the closing date (the "Hold Period").

The gross proceeds of the Offering were deposited in escrow and will be released from escrow to SKANA (after deducting the Agents' commissions and expenses) (the "Escrow Release Time") provided that all conditions precedent to the completion of the previously-announced acquisition of Bus & Coach International ("BCI") shall have been satisfied or waived to the satisfaction of Canaccord, acting reasonably (the "Escrow Release Conditions") on or before the date (the "Escrow Deadline") that is the 90th day after the closing date of the Offering. In the event that the Escrow Release Conditions are not satisfied by the Escrow Deadline, the Subscription Receipts held will thereafter be automatically repurchased by SKANA at the Offer Price per Subscription Receipt.

In accordance with the terms of the Offering, as previously announced, SKANA granted the Agents warrants (the "Broker Warrants") entitling them to acquire that number of common shares of SKANA which is equal to 7.5% of the number of Subscription Receipts sold pursuant to Offering. Each Broker Warrant will have an exercise price of C$0.35 and will expire twelve (12) months from the date of issue of the Broker Warrants.

SKANA also announces that William W. Daily has resigned his seat on the Board of Directors to pursue other interests in the petroleum industry. The Board wishes to thank Bill for his services to SKANA and wishes him well in his future endeavours. It is expected that the vacancy will be filled by one of the nominees of BCI upon completion of the previously announced acquisition of BCI by SKANA.

About SKANA Capital Corp.

SKANA is listed on the TSX Venture Exchange as an Investment Issuer and carries on business as a merchant bank. It has previously made strategic investments in resource-based and other opportunities that it believes have significant potential for appreciation through its financial involvement and guidance. SKANA is seeking to diversify its investment portfolio beyond the resource sector and has expanded its investment policy to include companies in the industrial and technology sectors. SKANA's 100% investment in Bus & Coach International will be its first transaction under its expanded investment policy.

Cautionary Note Regarding Forward-Looking Information - This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the future financial or operating performance of SKANA and its projects, statements regarding synergies and financial impact of the proposed acquisition, the terms and conditions of the acquisition, the benefits of the proposed acquisition, timing of future activities, expected production, requirements for additional capital, government regulation, limitations of insurance coverage and the timing and possible outcome of pending litigation and regulatory matters.

Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking information is based on various assumptions and on the best estimates of SKANA, as of the date hereof, and is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Bus & Coach International (and the company resulting from the successful completion of the proposed acquisition) to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general business, economic, competitive, political and social uncertainties; the actual results of current exploration activities; delay or failure to receive board or regulatory approvals; timing and availability of external financing on acceptable terms; the business of SKANA not being integrated successfully with that of Bus & Coach International or such integration proving more difficult, time consuming or costly than expected; not realizing on the potential benefits of the proposed transaction; conclusions of economic evaluations; changes in project parameters as plans continue to be refined; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and delays in obtaining governmental approvals or required financing or in the completion of activities, and as well as those other risks identified in the documents filed under the profile of SKANA from time to time. Although Bus & Coach International and SKANA attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. SKANA does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

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

  • SKANA Capital Corp.
    Greg Clarkes
    Chairman, Chief Executive Officer and President
    604-669-4899