Rosa Capital Inc.

April 17, 2013 18:35 ET

Rosa Capital Inc. Announces Closing of Initial Public Offering

CALGARY, ALBERTA--(Marketwired - April 17, 2013) - Rosa Capital Inc. ("Rosa" or the "Corporation") (TSX VENTURE:RSA.P) is pleased to announce that on April 16, 2013, it has successfully completed its initial public offering ("Offering"), raising gross proceeds of $1,500,000 pursuant to a prospectus dated January 28, 2013. An aggregate of 7,500,000 common shares in the capital of the Corporation (the "Shares") were subscribed for at a price of $0.20 per Share. The Corporation has received conditional listing approval from the TSX Venture Exchange (the "Exchange") for its Shares and the shares are expected to commence trading on or about April 22, 2013 under the stock symbol RSA.P.

Integral Wealth Securities Limited (the "Agent") acted as the agent for the Offering. The Agent received a cash commission equal to 8% of the gross proceeds of the Offering and an option to purchase 750,000 Shares at a price of $0.20 per Share for a period of 24 months from the date of listing of the Shares on the Exchange. The Agent also received a corporate finance fee of $15,000.

Upon closing of the Offering, Rosa granted 875,000 incentive stock options to its directors and officers which are exercisable within five years from the date of the grant at an exercise price of $0.20 per Share. As a result of the closing of its initial public offering, Rosa now has 10,650,000 Shares issued and outstanding (3,150,000 of which are subject to escrow restrictions).

About the Corporation

Rosa is a capital pool company ("CPC") within the meaning of the policies of the Exchange that has not commenced commercial operations and has no assets other than cash. The board of directors of Rosa consists of Danny Geremia, Dennis Nerland, Gregory Peterson and Massimo Geremia. The officers of the Corporation are Tom Spoletini, Jason McCormick and Frank Sur. Except as specifically contemplated in the Exchange's CPC policy, until the completion of its Qualifying Transaction, the Corporation will not carry on business, other than the identification and evaluation of companies, business or assets with a view to completing a proposed Qualifying Transaction.

Forward Looking Information

This news release contains statements about Rosa's expectations regarding the completion of the application for listing, and the commencement of trading, on the Exchange that are forward-looking in nature and, as a result, are subject to certain risks and uncertainties, such as final listing approval from the Exchange. Although Rosa believes that the expectations reflected in these forward-looking statements are reasonable as Rosa assumes it will be able to fulfill the terms of the conditional listing approval granted by the Exchange, undue reliance should not be placed on them as actual results may differ materially from the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include failure to fulfill conditions of listing and inability to obtain required regulatory approvals. The forward-looking statements contained in this news release are made as of the date hereof, and Rosa undertakes no obligation to update publicly or revise any forward-looking statements or information, except as required by law.

This news release does not constitute an offer to sell or a solicitation of any offer to buy the common shares in the United States. The common shares have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption for the registration requirements of such Act.

Neither 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 news release.

Contact Information

  • Rosa Capital Inc.
    Gregory Peterson
    (403) 292-9812
    (403) 695-3522 (FAX)