/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./
CALGARY, Nov. 30, 2016 /CNW/ – Mosaic Capital Corporation (“Mosaic“) (TSX-V Symbols: M, M.PR.A and M.DB) announced today that the underwriting syndicate of its previously announced public offering (the “Offering“) of $15,000,000 principal amount of 7% convertible unsecured senior subordinated debentures (the “Debentures“) has partially exercised the over-allotment option (the “Over-Allotment Option“) previously disclosed in Mosaic’s news release dated November 10, 2016, acquiring $626,000 principal amount of the total $2,250,000 principal amount of Debentures issuable upon exercise of the Over-Allotment Option. This issuance increases the total gross proceeds from the Offering to $15,626,000.
The Offering was conducted through a syndicate of underwriters led by Canaccord Genuity Corp. and also included GMP Securities L.P., Raymond James Ltd., Echelon Wealth Partners Inc., Industrial Alliance Securities Inc., AltaCorp Capital Inc., Cormark Securities Inc., Haywood Securities Inc. and Mackie Research Capital Corporation.
As with the net proceeds from the Offering that closed on November 10, 2016, the net proceeds from the exercise of the Over-Allotment Option will be used for general corporate purposes including future acquisitions, paying down existing credit facilities and working capital.
The Debentures are listed and posted for trading on the TSX Venture Exchange under the symbol M.DB. Mosaic now has $15,626,000 aggregate principal amount of Debentures issued and outstanding.
The Debentures issued under the Offering were offered by way of a short form prospectus supplement dated November 4, 2016 to its short form base shelf prospectus dated September 23, 2016, each of which has been filed under Mosaic’s profile on SEDAR at www.sedar.com. For more information respecting the Debentures, see the trust indenture between Mosaic and Computershare Trust Company of Canada dated November 10, 2016, a copy of which has been filed under Mosaic’s profile on SEDAR at www.sedar.com.
The Debentures and the common shares of Mosaic issuable on conversion thereof have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This news release does not constitute an offer for sale or the solicitation of an offer to buy securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful.
ABOUT MOSAIC CAPITAL CORPORATION
Mosaic is a Canadian investment company that owns a portfolio of established businesses which span a diverse range of industries and geographies. Mosaic’s strategy is to create long-term value for its shareholders through accretive acquisitions, long-term portfolio ownership, sustained cash flows and organic portfolio growth. Mosaic achieves its objectives by maintaining financial discipline, acquiring businesses at attractive valuations, performing extensive acquisition due diligence, utilizing creative transaction structuring and working closely with subsidiary businesses after acquisition.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
FORWARD-LOOKING INFORMATION
This news release contains forward-looking information and statements within the meaning of applicable Canadian securities laws (herein referred to as “forward-looking statements”) that involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. All information and statements in this news release which are not statements of historical fact may be forward-looking statements. The words “believe”, “expect”, “intend”, “estimate”, “anticipate”, “project”, “scheduled”, and similar expressions, as well as future or conditional verbs such as “will”, “should”, “would”, and “could” often identify forward-looking statements. In particular, forward-looking statements in this news release include, but are not limited to: statements with respect to the anticipated use of net proceeds of the Offering, including the net proceeds from the exercise of the Over-Allotment Option. Such statements or information are only predictions and reflect the current beliefs of management with respect to future events and are based on information currently available to management. Actual results and events may differ materially from those contemplated by these forward-looking statements due to these statements being subject to a number of risks and uncertainties.
Undue reliance should not be placed on these forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. By their nature forward-looking statements involve assumptions and known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the predictions and other forward-looking statements will not occur. Some of the assumptions made by Mosaic, upon which such forward-looking statements are based include, but are not limited to: future market conditions will not be materially different than anticipated by Mosaic; there will be no material changes to government and environmental regulations affecting Mosaic or its operations; and the business operations of the operating businesses of Mosaic will continue on a basis consistent with prior years.
A number of factors could cause actual results to differ materially from those expressed or implied by the forward-looking statements, including, but not limited to: prevailing economic conditions; unexpected changes in the financial markets (including in the trading price of the securities of Mosaic); and changes in the general economic and business conditions of one or more of Mosaic and its subsidiaries. Should any of the risks or uncertainties facing Mosaic and its subsidiaries materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results, performance, activities or achievements could vary materially from those expressed or implied by any forward-looking statements contained in this news release. Readers are cautioned that the foregoing list of risks is not exhaustive. Additional information on these and other factors that could affect the operations or financial results of Mosaic and its subsidiaries are included in Mosaic’s short form prospectus supplement dated November 4, 2016 to its short form base shelf prospectus dated September 23, 2016, and Mosaic’s annual information form for the year ended December 31, 2015, a copy of each of which is available under Mosaic’s profile on SEDAR (www.sedar.com).
Although Mosaic believes that the expectations represented by any forward-looking-statements contained herein are reasonable based on the information available to it on the date of this news release, management cannot assure investors that actual results, performance or achievements will be consistent with these forward-looking statements. Any forward-looking statements herein contained are made as of the date of this news release and Mosaic does not assume any obligation to update or revise them to reflect new information, events or circumstances, except as required by law.
SOURCE MOSAIC CAPITAL CORPORATION
