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Kelowna, British Columbia / TheNewswire / May 5, 2016 - Decisive Dividend Corporation (TSX-V: DE) ("Decisive" or the "Corporation"), a growth oriented acquisition company listed on the TSX Venture Exchange (the "TSXV"), is pleased to announce that, further to proposed second acquisition announced in its press release on May 2, 2016, it has entered into an agreement with Industrial Alliance Securities Inc. ("IAS") and Laurentian Bank Securities Inc. ("LBS" and together with IAS, the "Agents") pursuant to which the Agents have agreed to sell, on a commercially reasonable best efforts basis, common shares of the Corporation ("Common Shares") at a price of $3.00 per Common Share for gross proceeds in the minimum amount of $4.75 million and up to $5.0 million (the "Private Placement").
The Agents will generally be paid a cash commission equal to 7% of the aggregate gross proceeds of the Private Placement and broker warrants entitling the holder to purchase such number of Common Shares equal to 7% of the aggregate number of Common Shares sold pursuant to the Private Placement. Notwithstanding the foregoing, with respect to Common Share purchases by certain purchasers designated by the Corporation on a list mutually agreed to between the Corporation and the Agents (the "President's List"), the Agents will be paid a cash commission equal to 4% of the aggregate gross proceeds of such sales and warrants entitling the holder to purchase such number of Common Shares equal to 4% of the aggregate number of Common Shares sold.
Each broker warrant will entitle the holder thereof to acquire one Common Shares at an exercise price of $3.00 per Common Shares for a period of 24 months following the closing of the Private Placement.
The Agents are also entitled to receive a non-refundable work fee equal to $20,000.
The net proceeds of the Private Placement will be used to partially satisfy the cash portion of the purchase price to be paid by the Corporation in connection with its recently announced proposed acquisition of Unicast Inc., a company based in Kelowna, British Columbia which designs, manufactures and markets wear parts for the mining, aggregate and cement industries.
The closing of the Private Placement is scheduled to occur on or about June 16, 2016, or such other date or dates as the Corporation and the Agents may mutually agree.
The Corporation intends to provide an investor presentation to prospective purchasers under the Private Plan and such presentation will be posted to the Company's website at www.decisivedividend.com.
About Decisive Dividend Corporation
Decisive currently owns the Blaze King group of companies. The common shares of Decisive trade on the TSXV under the trading symbol "DE".
The TSXV has not in any way passed upon the merits of the Private Placement and has neither approved nor disapproved of the contents of this press release.
FOR FURTHER INFORMATION PLEASE CONTACT:
Mr. David Redekop, Chief Financial Officer
#104, 1420 St. Paul Street
Kelowna, BC V1Y 2E6
Telephone: (250) 870-9146
Cautionary Statements
Forward-Looking Statements
Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on management's current beliefs, assumptions and expectations as to the outcome and timing of such future events. Actual future results may differ materially. In particular, this press release contains forward-looking information relating to the completion of the Private Placement and the amount of proceeds to be raised thereunder. Risk factors that could cause actual results or outcomes to differ materially from the results expressed or implied by forward-looking information include, among other things: the failure to successfully complete the Private Placement and all other risks associated with the businesses carried on by operating subsidiaries of the Corporation. The Corporation cautions the reader that the above list of risk factors is not exhaustive. The forward-looking information contained in this release is made as of the date hereof and the Corporation is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.
Investor Presentation and Information on the Corporation's website
The statement that the Corporation intends to post the investor presentation provided to prospective purchasers on its website is a statement of fact. By making such statement, neither the Corporation, the Agents or any other person (including their respective directors, officers or other representatives) makes any representation, express or implied, as to the accuracy or completeness of: (i) the investor presentation or any statement therein; or (ii) the Corporation's website or any information contained thereon. The posting of such presentation on the Company's website is not an offer to sell securities to any person. Common Shares will only be offered in compliance with applicable securities laws and will be sold only to persons who qualify to purchase under applicable prospectus exemptions under applicable securities laws.
No Dissemination in the United States
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. The securities of the Corporation have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
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