Triangle Growth Capital 1 inc.

December 22, 2006 18:34 ET

Triangle Capital Growth 1 Inc. Announces an Agreement in Principle for Completion of a Qualifying Transaction with Ranaz Corporation

MONTREAL, QUEBEC--(CCNMatthews - Dec. 22, 2006) - Triangle Capital Growth 1 Inc. (TSX VENTURE:TRL.P) ("Triangle") announces that it intends to complete its qualifying transaction by a $1,050,000 subscription for 1,750,000 units offered by Ranaz Corporation ("Ranaz").

Ranaz is a corporation specializing in the manufacturing and marketing of protein and dietary supplements related to weight loss or obesity treatments. During its year ended December 31, 2005, Ranaz had sales totaling $8.1 million.

The information on Ranaz, its history, its activities and its financial data are set out in more detail in its final prospectus dated November 29, 2006, which is available on

Triangle is a capital pool company ("CPC") whose securities have been listed on the TSX-V since March 31, 2005.

On December 20, 2006, after the markets closed, Triangle's Board of Directors approved the subscription of $1,050,000 for the acquisition of 1,750,000 units offered at the price of $0.60 per unit by Ranaz Corporation as part of its initial public offering ("IPO").

Each unit thus subscribed consists of one common share and one-half of a common share purchase warrant. Each full common share purchase warrant confers the right to purchase one common share, upon payment of the exercise price of $0.60 in cash, at any time within the 24 months following the closing of the IPO.

The common shares of Ranaz and the common shares underlying the purchase warrants received TSX-V conditional approval for listing on its exchange under the symbol RNZ.

The $1,050,000 placement by Triangle for the acquisition of the units offered on the occasion of the Ranaz IPO is completed under the condition that Ranaz's agents confirm the prior completion of the minimum stipulated in the prospectus, that is, no less than $2,000,000 in subscriptions, excluding Triangle's subscription.

Triangle envisions that each of its shareholders will receive one Ranaz unit for each 3.63 shares already held in Triangle's capital stock on the effective date. The closing date of the registers for determining which shareholders are eligible to receive Ranaz units has been set at December 28, 2006.

Triangle's Board of Directors will mandate a trustee to carry out the subscription and hold the Ranaz units thus subscribed until confirmation of approval by the competent regulators and accomplishment of the formalities they may require. Triangle's shareholders will be informed of the terms of distribution as soon as possible.

Ranaz's representatives intend to complete the IPO on December 28, 2006, the anticipated date for completion of Triangle's qualifying transaction.

Completion of the transaction is conditional, in particular, on obtaining TSX-V consent and, if required under TSX-V requirements, approval by the majority of the minority shareholders. If applicable, the transaction cannot close until shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Shares outstanding: 6,350,571

TSX Venture has in no way passed upon the merits of the proposed transaction and neither approved nor disapproved the contents of this press release.

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