Lander Energy Corporation
TSX VENTURE : LAE.H

August 15, 2011 15:02 ET

Lander Energy Corporation Announces Financing via Short Form Offering Document

TORONTO, ONTARIO--(Marketwire - Aug. 15, 2011) -

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LANDER ENERGY CORPORATION ("Lander", or the "Company") (TSX VENTURE:LAE.H) is pleased to announce that it has entered into an agreement with Macquarie Private Wealth Inc. (the "Agent") to act as agent on a commercially reasonable efforts basis, in connection with the offering for sale, by way of a TSX Venture Exchange Short Form Offering Document, of a minimum of 4,000,000 common shares of the Company ("Common Shares") and a maximum of 8,000,000 Common Shares at a price of $0.25 per Common Share for aggregate gross proceeds to the Company of a minimum of $1,000,000 and a maximum of $2,000,000 (the "SFOD Offering").

The Company will pay a cash commission to the Agent equal to 8% of the gross proceeds received by the Company from the sale of Common Shares pursuant to the SFOD Offering. As additional consideration, the Agent will be granted non-transferable options entitling the Agent to purchase such number of Common Shares as is equal to 8% of the number of Common Shares sold under the SFOD Offering at a price of $0.25 per Common Share for a period of 24 months from the date of issuance of the options.

In consideration for its services, Lander has agreed to pay the Agent a corporate finance fee of $35,000 (plus applicable taxes), $12,000 (plus HST) of which has been paid and is non-refundable. Lander also agreed to reimburse the Agent for its reasonable out-of-pocket expenses incurred in connection with the SFOD Offering, including legal fees and disbursements.

As previously announced, the Company also intends to complete a non-brokered private placement (the "Supplementary Private Placement") of up to 16,000,000 Common Shares at a price of $0.25 per Common Share, for aggregate gross proceeds of up to $4,000,000, provided that the number of Common Shares sold in connection with the Supplementary Private Placement shall be reduced, if necessary, such that the total number of Common Shares issued in the aggregate in connection with the SFOD Offering and the Supplementary Private Placement, shall not exceed 20,000,000 Common Shares and shall not raise proceeds in the aggregate of more than $5,000,000. The Supplementary Private Placement will be supplementary to the SFOD Offering and will close concurrently with the completion of the previously announced qualifying transaction (the "Qualifying Transaction") with Valentus Medical Technologies Inc. ("Valentus"). The Common Shares offered under the Supplementary Private Placement will be subject to a four month hold period from the date of issuance of the Common Shares in accordance with applicable securities legislation.

The funds raised from the SFOD Offering and the Supplementary Private Placement will be used to further the business of the entity that will result from the completion of the Qualifying Transaction and for general working capital purposes.
For further information regarding the Qualifying Transaction between Lander and Valentus and the expected use of funds raised under the SFOD Offering and the Supplementary Private Placement, please refer to the filing statement of Lander dated August 11, 2011 and available on SEDAR at www.sedar.com.

Closing of the SFOD Offering and the Supplementary Private Placement are expected to occur concurrently with the completion of the Qualifying Transaction (with the closing of the Supplementary Private placement occurring immediately prior to the closing of the SFOD Offering), which is expected to be completed during the month of August, 2011. Both the SFOD Offering and the Supplementary Private Placement are subject to the receipt of applicable regulatory approvals including approval of the TSX Venture Exchange.

About Valentus Medical Technologies Inc.

Valentus is a privately owned company incorporated under the Business Corporations Act (British Columbia), with its head office in Victoria, British Columbia. Valentus works closely with carefully selected manufacturers and inventors to bring their non-invasive, proven products to forward-thinking, innovative practitioners and into use in its wholly owned clinics soon to be opened.

www.ValentusMedicalTechnologies.com.

This release includes certain statements that may be deemed to be "forward-looking statements". All statements in this release, other than statements of historical facts, that address events or developments that management of the Company expect, are forward-looking statements. Specifically, references in this press release relating to timing for the completion of the SFOD Offering and the Supplementary Private Placement, the proceeds therefrom and the uses thereof constitute forward-looking statements. Actual results or developments may differ materially from those in forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, save and except as may be required by applicable securities laws.

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

  • Lander Energy Corporation
    David Wood
    Director, President and CEO of Lander
    (604) 720-7307

    Lander Energy Corporation
    Stephen Davis
    Director of Lander, CEO of Valentus
    250) 732-7170
    www.ValentusMedicalTechnologies.com