Universal Infrastructure Corp.
TSX VENTURE : UIC.P

Global Alternative Investments Inc.
TSX VENTURE : GLI.P

December 07, 2009 19:01 ET

Universal Infrastructure Corp. (TSX VENTURE:UIC.P) And Global Alternative Investments Inc. (TSX VENTURE:GLI.P) Announce Update on Acquisition of Ra Resources Ltd. and Transfer to NEX

TORONTO, ONTARIO--(Marketwire - Dec. 7, 2009) -

NOT FOR DISSEMINATION IN THE UNITED STATES

Universal Infrastructure Corp. ("Universal")(TSX VENTURE:UIC.P) and Global Alternative Investments Inc. ("Global") (TSX VENTURE:GLI.P) (collectively, the "CPCs") announce that their respective shareholders have approved the previously announced acquisition agreement entered into by the CPCs, 2221754 Ontario Limited (Universal's wholly-owned subsidiary) and Ra Resources Ltd. ("Ra") with respect to the CPCs proposed business combination and subsequent acquisition of all of the issued and outstanding securities of Ra (the "Acquisition"). The Acquisition has also been approved by the shareholders of Ra.

As previously announced on November 3, 2009, it is a condition to the completion of the Acquisition that Ra complete a private placement financing (the "Ra Financing") of at least $1.2 million. Due to a delay in the closing of the Ra Financing, the Acquisition could not be completed by December 7, 2009, as required by the TSX Venture Exchange (the "Exchange"). As a result, the CPCs expect that their respective listings on the Exchange will be transferred to the NEX trading board of the Exchange ("NEX") on December 8, 2009. Additional information as to the status of the closing of the Ra Financing and completion of the Acquisition will be provided once available.

Completion of the Acquisition is subject to a number of conditions, including but not limited to, the Ra Financing raising the minimum level of financing and Exchange acceptance. There can be no assurance that the Acquisition will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the Information Circulars of Global, Universal and Ra prepared in connection with the Acquisition, any information released or received with respect to the Acquisition may not be accurate or complete and should not be relied upon. Trading in the securities of Global and Universal should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the Acquisition and has neither approved nor disapproved the contents of this press release.

This press release contains forward-looking information which is not comprised of historical facts, including those identified by the expressions "expect", "will" and similar expressions. The forward-looking information reflects Global's and Universal's current expectations regarding future results or events. Forward-looking information involves risks, uncertainties and other factors that could cause actual events, results, performance and opportunities to differ materially from those expressed or implied by such forward-looking information. Forward-looking information in this press release includes, but is not limited to, the CPCs' expectations respecting the completion and timing of the Acquisition, the completion and timing of the Ra Financing on the terms set out herein or at all, the transfer of the listings of the CPCs to NEX. Factors that could cause actual results or events to differ materially from those described in such forward-looking information include, but are not limited to, the parties to the Acquisition's respective and/or collective ability to satisfy all applicable regulatory requirements or closing conditions to the Acquisition, the inability to complete the Ra Financing on the minimum basis required and those other risks set out in the respective public documents of each of the CPCs and Ra which are filed on SEDAR. Although the CPCs believe that the assumptions and factors used in preparing the forward-looking information are reasonable, readers are cautioned not to place undue reliance on such forward-looking information, which only applies as of the date of this press release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Neither of the CPCs undertakes any obligation to update forward-looking information if circumstances of their respective management's expectations of options should change, except as required by 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

  • Ra Resources Ltd.
    Suzanne Abate
    Secretary
    416.272.4860
    or
    Universal Infrastructure Corp. and
    Global Alternative Investments Inc.
    Paolo De Luca, Chief Financial Officer
    416.214.5985