Active Growth Capital Inc.
TSX VENTURE : ACK

February 04, 2015 08:00 ET

Active Growth Capital Announces Proposed Private Placement of $250,000

VAL D'OR, QUEBEC--(Marketwired - Feb. 4, 2015) - Active Growth Capital Inc. (TSX VENTURE:ACK) ("ACK" or the "Corporation") is pleased to announce a proposed private placement of up to 5,000,000 units (the "Units") at a price of $0.05 per Unit for gross proceeds of up to $250,000 (the "Private Placement"). Each Unit will consist of one (1) common share (a "Share") of the Corporation and one (1) Share purchase warrant (a "Warrant"). Each Warrant entitles the holder to purchase one (1) Share at a price of $0.10 per Share for a period of two (2) years from issuance.

The Corporation anticipates that insiders may subscribe for greater than 25% of the private placement. The issuance of Units to insiders pursuant to the private placement is considered to be a related party transaction subject to TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101. The Corporation intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(c) and 5.7(b) of Multilateral Instrument 61-101 on the basis that the Private Placement constitutes a distribution of securities for cash to insiders which is within the parameters of those sections.

ACK intends to use the proceeds from the Private Placement for working capital, general corporate purposes and to analyse historical data of the 100% newly acquired dolomite / magnesium Portage property for the structuring of an exploration / drilling campaign.

About Magnesium

There are many advantages to using magnesium and its alloys. With the lowest density of all commercial casting alloys, magnesium is 33% lighter than aluminum and 75% lighter than steel. Despite the lower density, magnesium alloys have a comparable strength to weight ratio to aluminum. Magnesium and its alloys also have a high vibration damping capacity making them an ideal material choice for many high speed applications. Electromagnetic interference reduction is another desirable quality that magnesium can offer as a material.

For more information about Magnesium, please refer to International Magnesium Association Web Site : http://www.intlmag.org/.

The Shares issued in connection with the Private Placement will be subject to a four-month and a day hold period in accordance with the policies of the TSXV and applicable securities legislation. The Private Placement remains subject to the approval of the TSXV.

Nabil Tarbouche, P.Geo., a consultant to the Corporation and a Qualified Person as defined by NI 43-101, has reviewed and approved the technical information contained in this news release.

About Active Growth Capital

Active Growth is a TSX listed junior mineral exploration issuer whose long-term objective is to build a diversified company focused on the acquisition, exploration and development of mineral properties. Additional information about the Corporation is available on SEDAR at www.sedar.com.

This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein in the United States. The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to the account or benefit of a U.S. person absent an exemption from the registration requirements of such Act.

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 of this release.

Certain information in this press release may contain forward-looking statements. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict including the risk that the Corporation may not be able to obtain the necessary regulatory approvals. Actual results might differ materially from results suggested in any forward-looking statements. The Corporation assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward-looking statements unless and until required by securities laws applicable to the Corporation. Additional information identifying risks and uncertainties is contained in filings by the Corporation with the Canadian securities regulators, which filings are available at www.sedar.com.

Contact Information

  • Active Growth Capital Inc.
    Marc Labrecque
    President and CEO
    (819) 825-0001