Input Capital Corp.
TSX VENTURE : INP

Input Capital Corp.

September 17, 2013 12:31 ET

Input Capital Corp. Announces Increase of Previously Announced Bought Deal Public Offering to C$18,630,488

REGINA, SASKATCHEWAN--(Marketwired - Sept. 17, 2013) -

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

Input Capital Corp. ("Input" or the "Company") (TSX VENTURE:INP) announced today that it has amended the terms of its previously announced bought deal public offering (the "Public Offering") of Class A common voting shares of Input ("Common Shares") to increase the size of the offering by 3,675,305 Common Shares or C$5,880,488. Accordingly, under the amended terms of the Public Offering, a syndicate of underwriters led by GMP Securities L.P. and including Beacon Securities Limited, National Bank Financial Inc., Acumen Capital Financial Partners Limited, AltaCorp Capital Inc. and Cormark Securities Inc. (collectively, the "Underwriters"), have agreed to purchase, on a bought deal basis, an aggregate of 11,644,055 Common Shares at a price of $1.60 per Common Share for gross proceeds of C$18,630,488. The Underwriters also have an over-allotment option, exercisable in whole or in part at any time on or up to 30 days after the closing of the Offering, to purchase up to an additional 1,746,608 Common Shares to cover over-allotments, if any, and for market stabilization purposes. In the event that the over-allotment option is exercised in its entirety, the aggregate gross proceeds of the Public Offering will be approximately C$21,425,061.

In addition, as announced on September 16, 2013, the Company has entered into an agreement with two wholly-owned subsidiaries of Catlin Group Limited (the "Strategic Investors"), pursuant to which the Strategic Investors have agreed to purchase on a private placement basis (the "Private Placement Offering") an aggregate of 10,881,250 Common Shares at a price of C$1.60 per Common Share for aggregate gross proceeds of C$17,410,000 (the "Strategic Investment"). As a result of the increased size of the Public Offering, the Strategic Investors have the right to purchase additional Common Shares at C$1.60 per share so that the Strategic Investors may maintain an equity stake of up to 19.99% of the issued and outstanding Common Shares at the closing of the Public Offering.

The Public Offering and the Private Placement Offering are expected to close on or about October 4, 2013 (the date of closing being the "Closing Date") and are subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities. In addition, a condition in favour of the Strategic Investors to the closing of the Strategic Investment is that the Public Offering (excluding any over-allotment option exercise) closes concurrently with the closing of the Strategic Investment. Similarly, a condition in favour of the Underwriters to the closing of the Public Offering (unless waived by GMP Securities L.P. on behalf of the Underwriters) is that the Strategic Investment closes concurrently with the closing of the Public Offering (excluding any over-allotment option exercise) on the Closing Date. Accordingly, if such condition is not satisfied but is waived by the Underwriters, the Public Offering could close notwithstanding that the Private Placement Offering does not close and vice versa.

ANY SECURITIES REFERRED TO HEREIN WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 (THE "1933 ACT") AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO A U.S. PERSON IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Forward-Looking Statements

This release includes forward-looking statements regarding Input and its business. Such statements are based on the current expectations and views of future events of Input's management. In some cases the forward-looking statements can be identified by words or phrases such as "may", "will", "expect", "plan", "anticipate", "intend", "potential", "estimate", "believe" or the negative of these terms, or other similar expressions intended to identify forward-looking statements. The forward-looking events and circumstances discussed in this release may not occur and could differ materially as a result of the failure to complete the Public Offering and/or the Private Placement Offering, known and unknown risk factors and uncertainties affecting Input, including risks regarding the agricultural industry, economic factors and the equity markets generally and many other factors beyond the control of Input. No forward-looking statement can be guaranteed. Forward-looking statements and information by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statement or information. Accordingly, readers should not place undue reliance on any forward-looking statements or information. Forward-looking statements speak only as of the date on which they are made and Input undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except as required by applicable securities laws.

Contact Information

  • Input Capital Corp.
    Doug Emsley
    Chairman, President and Chief Executive Officer
    306.347.1024
    doug@inputcapital.com