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Humber Capital Corporation announces completion of qualifying transaction and closing of private placement
TSX-V: RUM.P TORONTO, Dec. 1 /CNW/ - Humber Capital Corporation ("Humber"), a capital pool compan...
About this update from Rocky Mountain Liquor Inc.
[{"type":"text","content":"\n\n\n\nTSX-V: RUM.P\n\n\nTORONTO, Dec. 1 /CNW/ - Humber Capital Corporation ("Humber"), a capital\npool company listed on the TSX Venture Exchange (the "Exchange"), is pleased\nto announce that it completed its previously announced acquisition (the\n"Acquisition") of all of the issued and outstanding securities of Anderson's\nLiquor Inc. ("Anderson's"), an independent liquor retailer operating in the\nProvince of Alberta. As a result, Anderson's is now a wholly-owned subsidiary\nof Humber. Humber is also pleased to announce that it concurrently completed\nits previously announced brokered private placement (the "Private Placement")\nupon the terms and conditions described below. The Acquisition and the Private\nPlacement collectively constitute Humber's 'Qualifying Transaction' (the\n"Transaction") under Exchange Policy 2.4 - Capital Pool Companies ("Policy\n2.4"). For further details on the Transaction and related matters, please see\nthe filing statement of Humber dated October 28, 2008 (the "Filing Statement")\navailable for review at www.sedar.com. Final completion of the Transaction\nwill occur upon the issuance by the Exchange of its Final Exchange Bulletin\n(as defined in Policy 2.4), which is anticipated to occur during the week of\nDecember 1, 2008. Upon the issuance of the Final Exchange Bulletin, it is\nanticipated that Humber will be listed as a "Tier 2" issuer on the Exchange\nand its common shares will commence trading under the symbol "RUM".\n\n\nThe Acquisition\n\n\nPursuant to the Acquisition, Humber acquired all of the issued and\noutstanding securities of Anderson's for aggregate consideration comprised of:\n(i) $1.5 million in cash, (ii) 31,917,964 common shares of Humber issued at a\nprice of $0.25 per common share (representing an aggregate value of\napproximately $7.98 million), and (iii) warrants to purchase up to\napproximately 7.98 million common shares of Humber (the "Warrants"). The\ncommon shares of Humber issued to the shareholders of Anderson's pursuant to\nthe Acquisition are subject to a four-month hold period expiring April 2, 2009\nand the Warrants have an exercise price of $0.315 per common share and expire\non December 1, 2010; provided that if on such date the Warrants or any portio...