CriticalControl Solutions Corp.
TSX : CCZ

CriticalControl Solutions Corp.

June 16, 2014 09:04 ET

CriticalControl Announces $3 Million Bought Deal Private Placement

CALGARY, ALBERTA--(Marketwired - June 16, 2014) -

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

CriticalControl Solutions Corp. (TSX:CCZ) (the "Corporation") is pleased to announce that it has entered into an agreement with Industrial Alliance Securities Inc. (the "Underwriter"), pursuant to which the Underwriter has agreed to purchase for resale to the public, on a bought deal private placement basis, 6,000,000 units of the Corporation (the "Units"), at a price of $0.50 per Unit, for gross proceeds of $3,000,000 (the "Private Placement"). The Corporation has also granted to the Underwriter an option (the "Underwriter's Option"), exercisable until the closing date of the Private Placement, to purchase for resale to the public, on a bought deal private placement basis, up to an additional 900,000 Units, at a price of $0.50 per Unit, for additional gross proceeds of up to $450,000.

Each Unit will be comprised of one common share in the capital of the Corporation (a "Unit Share") and one-half of one common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant will entitle the holder thereof to acquire one additional common share in the capital of the Corporation (a "Warrant Share"), at a price of $0.70 per Warrant Share, at any time prior to the 12-month anniversary of the closing date of the Private Placement. The net proceeds of the Private Placement will be used to fund the Corporation's growth initiatives and for general corporate purposes.

"Over the past two years we have invested in products and new initiatives which we are seeking to bring to the market in the coming quarters," said Alykhan Mamdani, President and CEO of CriticalControl. "This financing will provide us the flexibility to invest in and bring these initiatives to market simultaneously, fund additional sales and marketing initiatives and provide funds for potential geographic expansion in the United States."

The Private Placement is subject to certain conditions including regulatory approvals and, specifically, the approval of the Toronto Stock Exchange (the "TSX"). The Units will be offered by way of private placement in the provinces of British Columbia, Alberta and Ontario, and such other jurisdictions as may be agreed to between the Corporation and the Underwriter. The Unit Shares, Warrants and Warrant Shares will be subject to a statutory hold period of four months plus one day from the date of completion of the Private Placement, in accordance with applicable securities legislation.

This press release does not constitute an offer to sell or a solicitation of any offer to buy Unit Shares, Warrants or Warrant Shares in the United States. The Unit Shares, Warrants and Warrant Shares have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of such Act.

Forward looking information

This news release contains forward-looking information relating to the timing of completion of the Private Placement, the receipt of all regulatory approvals including that of the TSX, the use of proceeds of the Private Placement, the exercise of the Underwriter's Option, and other statements that are not historical facts. Such forward-looking information is subject to important risks, uncertainties and assumptions. The results or events predicated in this forward-looking information may differ materially from actual results or events. As a result, you are cautioned not to place undue reliance on this forward-looking information.

Forward-looking information is based on certain factors and assumptions regarding, among other things, the use of the net proceeds of the Private Placement, the timing of closing of the Private Placement, and the timely receipt of all regulatory and third party approvals for the Private Placement, including those required by the TSX. While the Corporation considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect.

Forward looking-information is subject to certain factors, including risks and uncertainties that could cause actual results to differ materially from what is currently expected. These factors include risks hat the Private Placement may not close when planned (or at all) or on the terms and conditions set forth herein; the failure of the Corporation to obtain all necessary regulatory and third party approvals (including the TSX) for the Private Placement; risks that the Corporation's capital budget and plans for the net proceeds from the Private Placement will be amended in a manner that is different from those set forth herein; and general economic conditions in Canada and the U.S.

While the Corporation may elect to, the Corporation is under no obligation and does not undertake to update this information at any particular time, except as required by law.

About CriticalControl:

In a world of escalating globalization, with an increasingly transient workforce, enterprises have difficulty maintaining their knowledge and are forced to focus on their key market advantages to remain competitive. CriticalControl provides these enterprises with secure and cost effective solutions for the completion of document and information intensive business processes through an integrated offering of software, outsourced services and optimized business processes.

Contact Information

  • CriticalControl Solutions Corp.
    Alykhan Mamdani
    President & CEO
    (403) 705-7500