Francis:
Had to get them from Stockwatch. There is no direct mention of Regulation S, but I believe I have seen this elsewhere, ie. in the last set of financial statements.
Here are the relevant news releases.
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Colossal Resources Corp - News Release
Private placement; investor relations contract terminated
Colossal Resources Corp CLP
Shares issued 6055278
1996-12-20 close $8Friday Dec 20 1996
News ReleaseMr Dil Gujral reports
The company has negotiated a private placement in the form of convertible debentures to be placed by Select Capital Advisors Inc in the amount of up to US$4 million. The purchase price for each US$100,000 of the debentures will be US$90,000, representing a 10% discount from their face value. The debentures mature in two years with interest payable annually at the rate of 8% in cash. The principal amount of each debenture is convertible into common shares of the company as to one-half after 45 days from closing and the remaining one-half after 75 days from closing until the date of maturity. The conversion price will be calculated by taking 80% of the five day average closing bid price of the company's common shares preceding the conversion date as reported by Nasdaq. Following the closing of the proposed transaction and for a period of 90 days, the company has agreed that it will not, without the written consent of the investors, fund any regulation S financing and/or equity private placement with common stock registration rights and has granted a right of first refusal to the investors for a further 90 days after the expiration of the first 90 days to participate in any further equity offering on the same terms offered by any third party. The company has agreed to pay a placement fee to Select of 10% of the amount of the placement, payable in cash and to issue 40,000 warrants with an exercise price of 120% of the closing bid price of the company's shares on the day of the closing. The proceeds from the debentures will be used for the expansion of the company's cobalt project in Zambia and Johannesburg, South Africa. The Company has terminated its Investor Relations/Corporate Development contract with Lion Mining Finance.
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Debenture financing amended
Colossal Resources Corp CLP
Shares issued 6055278
1997-01-27 close $7
Monday Jan 27 1997
News ReleaseMr Dil Gujral reports
Further to news in Stockwatch, December 23, regarding a private placement of convertible debentures in the amount of up to US$4 million to be brokered by Select Capital Advisors, the company has subsequently negotiated with Select and Select has agreed to place up to US$5,000,000 in debentures. All terms of the debentures as previously announced remain the same.
Tom McIlwain |
