Sherbrook SBK Sport Corp.

Sherbrook SBK Sport Corp.

May 09, 2011 15:33 ET

Sherbrook SBK Sport Announces Notre-Dame Capital as its Exclusive Investment Bank

MONTREAL, QUEBEC--(Marketwire - May 9, 2011) - Sherbrook SBK Sport Corp (TSX VENTURE:SBK) ("SBK" or the "Corporation") announced today that it has signed an exclusive investment banking mandate with Notre-Dame Capital Inc. ("NDC")

According to the agreement, NDC as an exempt market dealer will raise on a best efforts basis a maximum of $2.5 million in private placement of 12% convertible unsecured debentures (the "Debentures"). The principal of the Debentures shall be convertible in units of the Corporation at a price of $0.17 per unit being comprised of one common share at $0.17 and one half of a share purchase warrant (the "Offering"). Each warrant shall entitle its holder to acquire one common share at a price of $0.25 per common share for a period of 18 months following the closing date. The accrued interests of the Debentures will be convertible in units of the Corporation at a price per unit equal to the closing price of the common shares of the Corporation on the TSX Venture Exchange the day before the conversion date. The price per common share comprised in the units will be equal to the price per unit and the exercise price of the warrants equal to the price per unit plus a premium of 30%. The units will be offered to accredited investors in the provinces of Quebec, Ontario, British Columbia and Alberta. The securities issued pursuant to the Offering will be subject to a 4 month period restricted period and the Offering will be subject to regulatory approvals. The net proceeds of this offering will be used for potential acquisitions, marketing expenses and working capital purposes. SBK will pay to NDC, acting as an exempt market dealer, a cash commission of 8% of the gross proceeds and will issue non transferable broker warrants which will entitle NDC to acquire a number of common shares equal to 8 % of the principal of the Debentures divided by $0.17 at $0.17 per common share for a period of 18 months from the closing date. In addition to the initial $2.5 million private placement, NDC will assist the Corporation in its planned acquisition financing, and any and all follow on financings as needed.

"We look forward to working with such a dynamic team especially their President, Richard T. Groome who has been instrumental in the financing of so many companies in Canada and abroad. NDC answers all of our needs in terms of financing offering and their professionalism is remarkable." said Georges Guilbault, President and CEO of SBK. "The fact that Mr. Groome was part of the firm that financed Canstar Sports (Bauer), which was eventually sold for $430 million, will provide us with the added advantage needed in our quest to replicate the adventure" further added Mr. Guilbault.

"We accepted the mandate because the market conditions are perfect for their expansion both organically and or through strategic acquisitions" said Richard T. Groome. "The management team is key when it comes to the execution of the business plan and Mr. Guilbault and his team have the experience and knowledge to make it happen and we are glad to play a part in their success" further added Mr. Groome.

About Notre-Dame Capital Inc.

NDC is a specialty investment and merchant bank specializing on the small cap and mid cap Canadian public companies. NDC is a licensed exempt market dealer reporting to the AMF and licensed to operate in most of the major provinces of Canada. The partners and shareholders of NDC have been instrumental in financing several hundred Canadian companies amounting to well over $5 Billion in aggregate financings over the last 25 plus years. NDC is Canada's leading dealer in Equity Lines and has recently introduced "Flexible Capital™", which consists of a variety of innovative financing tools for companies, founders, executives and Members of the Boards alike.

About Sherbrook SBK Sport Corp.

SBK is a Canadian publicly traded company specializing in the design, manufacturing and distribution of sporting goods and apparels. The Corporation's current main focus is on the design, manufacturing and distribution of hockey equipment including a variety of sticks, skates and protective gear for both players and goalie.


Forward-looking statements contained in this press release involve known and unknown risks, uncertainties and other factors that may cause actual results, performance and achievements of SBK to be materially different from any future results, performance or achievements expressed or implied by the said forward-looking statements. Words such as "anticipate," "believe," "estimate," "expect," "intend" and similar expressions, as they relate to the Corporation or its management, identify forward-looking statements. These statements are based on current expectations, estimates and projections about the Corporation's business based, in part, on assumptions made by management. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may, and probably will, differ materially from what is expressed or forecasted in such forward-looking statements due to numerous factors, including those described above. In addition, such statements could be affected by risks and uncertainties related to the exploration for and development of mineralized material, product demand, market and customer acceptance, competition, pricing and development difficulties, as well as general industry and market conditions and growth rates and general economic conditions. Any forward-looking statements speak only as of the date on which they are made, and SBK does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release. Information on the SBK's website does not constitute a part of this release.

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 release

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