Spot Coffee (Canada) Ltd.
TSX VENTURE : SPP

Spot Coffee (Canada) Ltd.

December 15, 2015 15:02 ET

SPoT Coffee Private Placement Update

TORONTO, ONTARIO--(Marketwired - Dec. 15, 2015) - SPOT COFFEE (CANADA) LTD. (TSX VENTURE:SPP) ("SPoT" or the "Company") announces the closing of the first tranche of its previously announced non-brokered private placement offering of up to 42,500,000 units (each a "Unit") at a price of C$0.05 per Unit. An aggregate of 5,500,000 Units have been issued for aggregate gross proceeds of $275,000. Each Unit consists of one common share of SPoT (a "Common Share") and one-half of one common share purchase warrant (a "Warrant"). Each whole Warrant entitles the holder to acquire one additional Common Share at a price of $0.075 for a period of 4 years. All of the Common Shares and Warrants issued in connection with this financing are subject to a statutory four-month hold period in accordance with applicable securities laws, which will expire on April 15, 2016. Notwithstanding the completion of this first tranche closing, the balance of the Offering (for aggregate gross proceeds of up to $2,150,000) remains ongoing, with additional signed subscription agreements for a further 10,000,000 Units (for gross proceeds of $500,000) having been received and closing thereof pending arrival of funding.

The proceeds raised under this financing are expected to be used for the following purposes:

(i.) To support the Company's current franchise program;
(ii.) To expand and upgrade the Company's coffee roasting facility in preparation for SPoT's growing distribution of coffee to retailers and franchisees;
(iii.) To pursue the acquisition of an interest in food manufacturing opportunities in order to grow the Company's revenue and profitability;
(iv.) To pay off a portion of the Company's outstanding debentures; and
(v.) For general working capital purposes.

About SPoT Coffee

SPoT Coffee trades on the TSX Venture Exchange under the symbol SPP. SPoT designs, builds, operates and franchises community oriented cafés and express cafés in New York State. SPoT's community cafés provide its customers with the highest quality service, signature made-to-order meals and award winning micro-roasted coffee. Each SPoT café is distinctively designed to suit its local neighbourhood, creating a warm and friendly gathering place for the community. SPoT's commercial business focuses on the sale of roasted coffee beans to food service and grocery chains, business offices and third party resellers such as universities and hospitals.

Forward Looking Statements

Except for statements of historical fact relating to the Company, certain information contained herein constitutes forward-looking statements. In particular, forward-looking information in this press release includes, but is not limited to, the pending receipt of proceeds in connection with subscription agreements received and statements with respect to the proposed use of proceeds from the financing. Although we believe that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. We cannot guarantee future results, performance or achievements. Consequently, there is no representation that the actual results achieved will be the same, in whole or in part, as those set out in the forward-looking information.

Forward-looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The forward-looking information contained in this news release is expressly qualified by this cautionary statement. Except as required by applicable securities laws, the Company undertakes no obligation to update forward-looking statements if circumstances or management's estimates or opinions should change. The reader is cautioned not to place undue reliance on forward-looking statements.

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 the release.

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