Grande West Transportation Group Inc.
TSX VENTURE : BUS

Grande West Transportation Group Inc.

April 25, 2016 13:24 ET

Grande West Announces Up To CDN$2,400,000 Non-Brokered Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - April 25, 2016) -

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Grande West Transportation Group Inc. (TSX VENTURE:BUS) ("Grande West" or the "Company") announces that it is undertaking a non-brokered private placement (the "Offering") of unsecured transferable series A and series B convertible debentures (the "Series A Debentures" and "Series B Debentures", and collectively the "Debentures") for gross proceeds of up to $2,400,000.

50% of the gross proceeds will be raised through the issuance of Series A Debentures and 50% through the issuance of Series B Debentures. The principal amount of each Debenture is convertible into common shares in the capital of the Company ("Common Shares") at the option of the holders at the conversion price of $0.68 per Common Share.

The Debentures will pay interest at a fixed rate of 8% per annum from the closing of the Offering, payable quarterly in arrears from the date of issue to the maturity date. The Series A Debentures will mature 5 years from the date of issue and the Series B Debentures will mature 2 years from the date of issue.

The Company will have the right to call the Series A Debentures after the first anniversary of the date of issue, subject to the conversion rights of the holders. In the event the holders of Series A Debentures elect not to exercise their rights of conversion, then at the time of the call of the Series A Debentures, for the purpose of repayment, a premium shall be applied to the maturity amount of the Series A Debentures as follows: 10% in the second year of the term; 7.5% in the third year of the term; 5.0% in the fourth year of the term; and 2.5% in the fifth year of the term.

The Company will have the right to call the Series B Debentures after the date of issue, subject to the conversion rights of the holders. In the event the holders of Series B Debentures elect not to exercise their rights of conversion, then at the time of the call of the Series B Debentures, for the purpose of repayment, a premium shall be applied to the maturity amount of the Series B Debentures as follows: 10% in the first year of the term; and 7.5% in the second.

The Series A and B Debentures also contain a term requiring the Company to obtain consent from the holders of at least 2/3 of the principal amount of the Debentures for any other debt financings to be undertaken by the Issuer, excluding routine indebtedness incurred by the Company in the ordinary course of business.

Qualified persons who introduce investors to the Company shall be entitled to receive a finder's fee payable in cash equal to 6% of the amount raised and warrants equivalent to 6% of funds raised at an exercise price of $0.68 for a period of 18 months following the closing date.

The net proceeds from the Offering will be used to fund the Company's business activities and for general working capital.

The Offering will be exempt from prospectus and registration requirements of applicable securities laws. All securities issued pursuant to the Offering will be subject to a four month and one day hold period in accordance with applicable securities laws. The Offering is subject to acceptance by the TSX Venture Exchange.

About Grande West Transportation Group

Grande West is a Canadian bus manufacturer which designs, engineers and manufactures Vicinity buses for transit authorities and commercial enterprises. With little competition in the "mid-size" bus range, Grande West has set itself apart from others with the Vicinity bus - a heavy duty mid-size, true community transit bus for the North American market.

The Vicinity is designed with affordability, accessibility and global responsibility in mind. It costs significantly less than a regular 40 foot transit bus, burns less fuel and emits less harmful emissions.

Reader Advisory

Neither the TSX-V nor its Regulation Service Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.

Cautionary Note Regarding Forward-Looking Statements

This press release includes certain "forward-looking information" and "forward-looking statements" (collectively "forward-looking statements") within the meaning of applicable Canadian securities legislation, which are based on certain assumptions and reflects management's current expectations. All statements, other than statements of historical fact, included herein, including without limitation, statements regarding the completion of the Offering and the use of proceeds from the Offering, are forward-looking statements. Forward-looking statements are frequently, but not always, identified by words such as "expects", "anticipates", "believes", "intends", "estimates", "potential", "possible", and similar expressions, or statements that events, conditions, or results "will", "may", "could", or "should" occur or be achieved. Forward-looking statements involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements.

Important factors that could cause actual results or events to differ materially from Grande West's expectations include uncertainties relating to general global economic conditions; general industry and market conditions and growth rates; uncertainty as to whether our strategies and business plans will yield the expected benefits; increasing competition; availability and cost of capital; changes in laws and regulations, including codes and standards, intellectual property rights, and tax matters; the ability to negotiate the Offering on acceptable terms; timing of closing; the ability to satisfy conditions of the Offering; receipt of approval from the TSX-V; completion of the Offering; and other risk and uncertainties disclosed in Grande West's reports and documents filed with applicable securities regulatory authorities from time to time. Grande West's forward-looking statements reflect the beliefs, opinions and projections on the date the statements are made. Grande West assumes no obligation to update the forward-looking statements or beliefs, opinions, projections, or other factors, should they change, except as required by law.

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