Wildeboer Dellelce LLP

Wildeboer Dellelce LLP

March 01, 2011 13:32 ET

Wildeboer Dellelce LLP Acquires Units of NXA Inc. for Investment Purposes

TORONTO, ONTARIO--(Marketwire - March 1, 2011) - Wildeboer Dellelce LLP ("WD") has acquired ownership and control of 100 units (the "Units") of NXA Inc. ("NXA") at a price of CDN$1,000 per Unit through a private placement offering of NXA which closed on February 28, 2011.

As a result of WD's subscription for 100 Units, WD acquired: (i) a $100,000 principal amount convertible debenture (the "Debenture") convertible at WD's option at any time up until February 28, 2013 into up to 1,000,000 common shares in the capital of the Company (the "Common Shares") at a conversion price of $0.10 per Common Share (subject to adjustment) (the "Conversion Price") but, in any event, automatically convertible at the Conversion Price without any further action of WD upon the proposed consolidation of the Common Shares on the basis of one new Common Share for a minimum of every 10 old Common Shares (the "Consolidation"), and (ii) 500,000 common share purchase warrants (the "Warrants"), entitling WD to acquire up to 500,000 Common Share at any time up until February 28, 2013 at an exercise price of $0.15 (subject to adjustment).

Prior to the closing of the private placement offering, WD owned 6,703,459 Common Shares. As a result of the private placement offering and WD's existing holding of Common Shares, if the Debenture and Warrants held by WD were converted or exercised, as the case may be, (and assuming no other convertible securities of NXA were converted or exercised, as the case may be) WD would hold 8,203,459 Common Shares, representing approximately 10.47% of the issued and outstanding Common Shares on a partially diluted basis.

WD holds these securities for investment purposes only. As of the date hereof, WD does not have any future intention to acquire ownership of, or control over, additional securities of NXA.

Pursuant to National Instrument 62-103, WD will file an early warning report with applicable Canadian securities regulators, a copy of which will be available under NXA's profile at www.sedar.com.

Contact Information

  • Wildeboer Dellelce LLP
    Mr. Perry Dellelce
    (416) 361-3121