Lateral Capital Corp.
TSX VENTURE : LCP

Lateral Capital Corp.

May 14, 2013 09:19 ET

Lateral Capital Corp. Files Amended and Restated Preliminary Prospectus and Announces Concurrent Private Placement and Debt Facilities

CALGARY, ALBERTA--(Marketwired - May 14, 2013) -

NOT FOR DISSEMINATION IN THE UNITED STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW.

Lateral Capital Corp. ("Lateral" or the "Company") (TSX VENTURE:LCP) announces that it has filed an amended and restated preliminary prospectus (the "Amended and Restated Prospectus"), which amends and restates the Company's previously announced preliminary prospectus filed on February 13, 2013 in connection with a fully marketed public offering of subscription receipts on a commercially reasonable efforts basis in each of the provinces of Canada (except Quebec) (the "Public Offering"). The Amended and Restated Prospectus contemplates a new minimum offering of $50 million and a maximum offering of $115 million. Stonecap Securities Inc. and Wolverton Securities Ltd. are acting as co-lead agents in connection with the Public Offering and the Company has engaged a financial advisor for investment banking services to offer the subscription receipts in the United States on a private placement basis. A copy of the Company's news release dated February 13, 2013 with respect to the Public Offering and the preliminary prospectus are available on SEDAR at www.sedar.com.

Concurrently with the Public Offering, Lateral is proposing to complete a private placement of preferred shares for aggregate proceeds of up to $30 million (the "Preferred Share Private Placement"). In addition, the Corporation is seeking commitments for debt facilities in an aggregate principal amount of up to $80 million (the "Debt Facilities"). If the Company completes the Public Offering and the Preferred Share Private Placement and establishes the Debt Facilities, Lateral expects to have access to approximately $160 million of available funding.

The completion of the Public Offering and Preferred Share Private Placement and the establishment of the Debt Facilities are subject to the approval of the TSX Venture Exchange.

Cautionary and Forward-Looking Statements

This news release is not an offer of the securities for sale in the United States. The securities described in this news release have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an exemption from registration. This news 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 described in this news release in any state in which such offer, solicitation or sale would be unlawful.

This news release contains forwardlooking statements and forwardlooking information within the meaning of applicable securities laws including forward-looking statements relating to the potential proceeds of the Public Offering or any combination of one or more private placements of preferred shares or debt instruments, or debt (including the Debt Facilities). These statements relate to future events or future performance. All statements other than statements of historical fact may be forwardlooking statements or information. Forwardlooking statements and information are often, but not always, identified by the use of words such as "appear", "seek", "anticipate", "plan", "continue", "estimate", "approximate", "expect", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", believe", "would" and similar expressions.

With respect to forward-looking statements and forward-looking information contained in this news release, assumptions have been made regarding, among other things, the Company's ability to obtain required financing on acceptable terms and in timely manner. Although the Company believes the assumptions reflected in the forward-looking statements are reasonable, undue reliance should not be placed on forward looking statements because Lateral can give no assurance that such expectations will prove to be correct.

Forward looking statements are based on current expectations, estimates and projections that involve a number of risks and uncertainties including risks relating to the Company's ability to raise sufficient financing and other risks described in the Company's amended and restated preliminary prospectus. The Company's actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits the Company will derive therefrom.

The forward-looking statements included in this news release are expressly qualified by this cautionary statement and are made as of the date hereof and no undertaking is given to update publicly or revise any forwardlooking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws or the TSX Venture Exchange.

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

  • Lateral Capital Corp.
    Corbin Blume
    President & CEO
    (587) 350-7500
    (587) 350-7505 (FAX)

    Lateral Capital Corp.
    730, 1015 - 4th Street SW
    Calgary, Alberta T2P 2V7