New Look Eyewear Inc.

New Look Eyewear Inc.

November 29, 2013 10:13 ET

New Look Eyewear Inc. Closes $25 Million Private Placement

MONTRÉAL, QUÉBEC--(Marketwired - Nov. 29, 2013) - New Look Eyewear Inc. (TSX:BCI) ("New Look") announced today that it has completed its previously-announced "bought deal" private placement subscription receipt financing for aggregate gross proceeds of approximately $25 million.

New Look issued 2,155,172 subscription receipts from treasury (the "Offering") at a price of $11.60 per subscription receipt through a syndicate of underwriters led by GMP Securities L.P. and including Acumen Capital Finance Partners Limited and National Bank Financial Inc. (collectively, the "Underwriters"). Each subscription receipt entitles the holder thereof, subject to certain conditions, to receive one Class A common share of New Look (a "Common Share").

New Look intends to use the proceeds of the Offering, together with funds obtained from new credit facilities, to fund the previously-announced acquisition of the assets used in carrying on the retail optical and lenses manufacturing business of Vogue Optical Inc. (the "Acquisition"). The Acquisition is expected to close on or about December [2], 2013 subject to usual closing conditions.

The proceeds from the Offering will be held in escrow pending the closing of the Acquisition. If the Acquisition is completed on or prior to 5:00 p.m. (Montréal time) on February 14, 2014, the proceeds will be released to New Look and each holder of a subscription receipt will receive, without additional consideration and without further action, one Common Share for each subscription receipt held upon closing of the Acquisition. If the Acquisition does not occur on or prior to 5:00 p.m. (Montréal time) on February 14, 2014 or New Look advises the Underwriters that it does not intend to proceed with the Acquisition, the holders of subscription receipts will receive a cash payment equal to the offering price of the subscription receipts plus their pro rata share of the interest earned on the escrowed funds during the term of the escrow.

As of October 31, 2013, New Look had 10,461,489 Class A common shares issued and outstanding. New Look is a leader in the eye care industry in Eastern Canada having a network of 74 corporate stores under the New Look banner, two affiliated clinics and a laboratory using state-of-the-art technologies.

All statements other than statements of historical fact contained in this press release are forward-looking statements, including, without limitation, statements regarding the future financial position, business strategy, projected costs and plans and objectives of, or involving New Look. Readers can identify many of these statements by looking for words such as "believe", "expects", "will", "intends", "projects", "anticipates", "estimates", "plans", "may", "would" or similar words or the negative thereof. There can be no assurance that the plans, intentions or expectations upon which these forward-looking statements are based will be achieved. Forward-looking statements are subject to risks, uncertainties and assumptions. Although management of New Look believes that the expectations represented in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. Some of the factors which could affect future results and could cause results to differ materially from those expressed in the forward-looking statements contained herein include: pending and proposed legislative or regulatory developments, competition from established competitors and new market entrants, technological change, interest rate fluctuations, general economic conditions, acceptance and demand for new products and services, and fluctuations in operating results, as well as other risks included in New Look's current Annual Information Form (AIF) which can be found at The forward-looking statements included in this press release are made as of the date hereof, and New Look undertakes no obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise, except as provided by law.

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