Edleun Group, Inc.
TSX VENTURE : EDU

April 21, 2011 10:23 ET

Edleun Announces Announces Terms of Private Placement Financing

CALGARY, ALBERTA--(Marketwire - April 21, 2011) -

NOT FOR DISSEMINATION IN THE UNITED STATES OF AMERICA

Edleun Group, Inc. (TSX VENTURE:EDU) ("Edleun" or the "Company"), a leading Canadian operator, consolidator and developer of child care facilities, announced today that, in connection with its previously announced private placement, it has finalized the terms of its offering which was conducted through a syndicate of underwriters led by Desjardins Securities Inc. and including Cormark Securities Inc., Paradigm Capital Inc., Clarus Securities Inc., Industrial Alliance Securities Inc., and Raymond James Ltd. (collectively, the "Agents"). Edleun has agree to issue 22,730,000 common shares (the "Share" or "Shares") at a price of $1.10 per share to raise gross proceeds of $25,003,000 (the "Offering"). Closing of the offering is anticipated to occur on or before May 10th, 2011.

The proceeds from the offering will be used to acquire and develop new and existing childcare centres and for general working capital purposes.

The securities to be issued pursuant to this private placement by Edleun have not and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or the securities laws of any state of the United States, and may not be offered or sold in the United States absent registration or an applicable exemption therefrom under the 1933 Act and the securities laws of all applicable states.

This private placement is subject to standard closing conditions, including the execution of a definitive agency agreement, the approval of the TSX Venture Exchange and any other necessary regulatory requirements. The Shares will be offered in certain provinces of Canada by way of a private placement pursuant to applicable prospectus exemptions, and may be offered to U.S. purchasers on a private placement basis pursuant to an exemption from the registration requirements in Rule 144A or Regulation D under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"). The securities issued pursuant to the Offering will be subject to a four-month hold period in Canada from the date of the closing of the Offering.

About Edleun Group, Inc.

Edleun is the leading provider of high-quality, educational child care in Canada. The Company is committed to providing children, families and employers with access to, and choice of, quality early childhood education programs, helping Canadians balance their work and family lives.

The Company's objectives include the acquisition and improvement of existing child care centres and development of new child care centres across Canada. Edleun is also pursuing the development of new "state of the art" child care centres in a number of Calgary and Edmonton residential communities which are currently underserved.

FORWARD-LOOKING STATEMENTS:

Certain statements in this Release which are not historical facts may constitute forward-looking statements or forward-looking information within the meaning of applicable securities laws ("forward-looking statements"). Any statements related to Edleun's projected revenues, earnings, growth rates, revenue mix, staffing and resources, and product plans are forward looking statements as are any statements relating to future events, conditions or circumstances. The use of terms such as "believes", "anticipated", "expected", "projected", "targeting", "estimate", "intend" and similar terms are intended to assist in identification of these forward-looking statements. Readers are cautioned not to place undue reliance upon any such forward-looking statements. Such forward-looking statements are not promises or guarantees of future performance and involve both known and unknown risks and uncertainties that may cause the actual results, performance, achievements or developments of Edleun to differ materially from the results, performance, achievements or developments expressed or implied by such forward-looking statements. Forward-looking statements are based on management's current plans, estimates, projections, beliefs and opinions. Except as required by law, Edleun does not undertake any obligation to update forward-looking statements should assumptions related to these plans, estimates, projections, beliefs and opinions change.

The Company undertakes no obligation, except as required by law, to update publicly or otherwise any forward-looking information, whether as a result of new information, future events or otherwise, or the above list of factors affecting this information. Many factors could cause the actual results of Edleun to differ materially from the results, performance, achievements or developments expressed or implied by such forward-looking statements.

Neither 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

  • Edleun Group, Inc.
    Leslie Wulf
    Chief Executive Officer
    (403) 705-0362

    Edleun Group, Inc.
    Dale Kearns
    Chief Financial Officer
    (403) 705-0362

    Equicom Group, Inc.
    Nick Hurst
    (403) 218-2835