KIK Polymers Inc
TSX VENTURE : KPI.H

July 18, 2011 13:12 ET

KIK Polymers Inc.: Initial Closing of Private Placement Announced

CALGARY, ALBERTA--(Marketwire - July 18, 2011) - KIK Polymers Inc. (TSX VENTURE:KPI.H) ("KIK") announces that further to its May 16, 2011 press release concerning its binding letter of intent ("LOI") dated May 13, 2011 with Edgewater Computer Systems, Inc. ("Edgewater") that sets out the basic terms and conditions pursuant to which it is intended that KIK will complete a reverse takeover by acquiring all of the issued and outstanding shares of Edgewater Wireless Systems, Inc. ("Edgewater Wireless"), it has met one of the conditions to the transaction by closing on $6,170,250 of subscription receipts issued at $0.25 each. Upon approval of the transaction by the TSX Venture exchange and other normal closing conditions, the holders of these subscription receipts will be entitled to receive, without further consideration, one common share of KIK and one purchase warrant exercisable for one year at $0.45. Certain finders will be paid a cash commission of 7% and receive one year warrants exercisable at $0.25 in an amount equal to 7% of the subscription receipts they assisted in placing. It is anticipated that there will be one or more additional closings.

The Company's shares remain halted pursuant to the policies of the TSX Venture Exchange until their initial review of the transaction is complete.

Reader advisory

Completion of the proposed transaction is subject to a number of conditions, including but not limited to, exchange acceptance and, if applicable pursuant to the requirements of the exchange, shareholder approval. Where applicable, the proposed transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the proposed transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the filing statement or management information circular to be prepared in connection with the proposed transaction, any information released or received with respect to the proposed transaction may not be accurate or complete and should not be relied upon.

Trading in the securities of kik should be considered highly speculative.

Forward-looking statements

This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking information or statements. More particularly and without limitation, this news release contains forward looking statements and information concerning kik's proposed transaction with edgewater. The forward-looking statements and information are based on certain key expectations and assumptions made by kik, including expectations and assumptions concerning its ability to raise capital, and meeting other conditions precedents to the transaction, including regulatory approval and completing due diligence. Although kik believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward looking statements and information because kik can give no assurance that they will prove to be correct. By its nature, such forward-looking information is subject to various risks and uncertainties, which could cause kik's actual results and experience to differ materially from the anticipated results or expectations expressed. These risks and uncertainties, include, but are not limited to access to capital markets and regulatory conditions. REaders are cautioned not to place undue reliance on this forward-looking information, which is given as of the date it is expressed in this news release or otherwise, and to not use future-oriented information or financial outlooks for anything other than their intended purpose. Kik undertakes no obligation to update publicly or revise any forward looking information, whether as a result of new information, future events or otherwise, except as required by law.

The TSX Venture exchange inc. Has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved of the contents of this press release.

The securities of the corporation have not been, nor will be, registered under the United States securities act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. Persons absent U.S. Registration or an applicable exemption from U.S. Registration requirements. This release does not constitute an offer for sale of securities in the United States.

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 or accuracy of this release.

Contact Information

  • KIK Polymers Inc.
    Lew Dillman
    CEO
    604-568-0733

    Edgewater Wireless
    Andrew Skafel
    613-271-1101 x 2262
    andrews@edgewater.ca