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Sparta Capital Ltd. Announces Third Tranche of Previously Announced Private Placement

V.SAY

Sparta Capital Ltd. Announces Third Tranche of Previously Announced Private Placement

Not for distribution to U.S. Newswire Services or for dissemination in the United States of America. Any failure to comply with this restriction may constitute a violation of U.S. Securities laws.



Calgary, Alberta (FSCwire) - Sparta Capital Ltd. (TSXV:SAY.H) (the “Corporation” or “Sparta”) is pleased to announce that it intends to complete the third tranche (the "Third Tranche") of its previously announced equity private placement (the “Offering”). Pursuant to the Offering, Sparta will issue up to 18,800,000 units (“Units”) of the Corporation at a price of $0.05 per Unit for gross proceeds of up to $940,000. Each Unit will be comprised of one common share ("Common Share") and one share purchase warrant ("Warrant") of the Corporation.  Each Warrant will entitle the holder thereof to acquire an additional Common Share at a price of $0.05 per Common Share for up to twelve (12) months following the date of issuance (the “Warrant Expiry Date”), following the closing of the Offering, unless the volume weighted average trading price of the Common Shares on the NEX (“NEX”) a separate board of the TSX Venture Exchange Inc. (the “TSX Venture Exchange”) (or the TSX Venture Exchange, if applicable, pursuant to the Corporation graduating to the TSX Venture Exchange resulting in the Common Shares being traded on the TSX Venture Exchange) during the 20 business days immediately prior to the date for which such calculation is made of the Common Shares is greater than $0.14 (the “Trigger Event”). If the Trigger Event occurs, the Warrant Expiry Date may be accelerated, in the Corporation's sole discretion, to 30 business days from the Trigger Event date.

 

Following the close of the first and second tranches of the Offering the Corporation has issued 14,434,000 Units for gross proceeds to the Corporation of $721,700 and the Corporation has fully repaid all outstanding debt held by the Corporation's wholly owned subsidiary Newport Environmental Technologies Ltd., as previously disclosed in the Previous News Releases (as defined below). For further information on the Offering please refer to the news releases of February 15, 2015, March 6, 2015 and May 4, 2015 (the "Previous News Releases") of the Corporation available on www.sedar.com.

 

The Corporation will not pay finders’ fees in cash or securities of the Corporation in connection with the Offering.

 

Closing of the Third Tranche is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the NEX, a separate board of the TSX Venture Exchange. Pursuant to applicable securities laws, all securities issued pursuant to the Third Tranche will be subject to a hold period of four months plus one day following the closing of the Third Tranche.

 

The proceeds from the Third Tranche will be used by the Corporation for general working capital purposes.

 

The company is pleased to announce the appointment of Alyn D. Patterson CPA, CA as Chief Financial Officer, replacing the retiring CFO.  Alyn qualified as a Chartered Accountant in December 1972 and is a member of the Chartered Professional Accountants of Ontario.  He was a partner in an International Public Accounting firm for 5 years and has spent the majority of his professional career servicing the needs of numerous entrepreneurial-based businesses.  His experience will compliment the human resources Sparta has to assess future growth opportunities.

 

Finally, the Corporation is pleased to announce the on-line publication of a new Investor Presentation, intended to update all stakeholders about the developments that have taken place this past year, since the acquisition of all the outstanding shares of Newport Environmental Technologies Ltd. The presentation can be viewed at http://www.spartacapital.com/sparta-the-future/

 

About Sparta

 

Sparta Capital Ltd. fosters and distributes a range of energy efficient solutions. Late last year, the company acquired all of the outstanding shares in Canadian based Newport Environmental Technologies Ltd. Now under the Sparta banner, they are in the process of securing several other licenses for technologies developed to save fuel while reducing carbon emissions in various markets. This year, Sparta established three new divisions, Sparta Technologies 4 Mining Ltd; to cater to the special needs of the mining industry, Illumineris Inc.; a company that focuses on glow-in-the-dark safety products, and ReECO Conversion Technologies Ltd.; a biomass conversion division. Visit www.spartacapital.com

 

 

For further information please contact:

 

Tom Brown, President

Email: tbrown@spartacapital.com

Telephone: (306) 491-6323

 

Cautionary Statements

 

This news release contains “forward-looking information” within the meaning of applicable securities laws relating to the proposal to complete the Offering (all references to the “Offering” in these “Cautionary Statements” will include reference to the “Third Tranche”) and any associated transactions, including statements regarding the terms and conditions of the Offering.  Although the Corporation believes in light of the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Corporation can give no assurance that they will prove to be correct. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risks that the Corporation will not proceed with the Offering and any associated transactions, that the ultimate terms of the Offering and any associated transactions will differ from those that currently are contemplated, and that the Offering and any associated transactions will not be successfully completed for any reason (including the failure to obtain the required approvals or clearances from regulatory authorities). The statements in this press release are made as of the date of this release. The Corporation undertakes no obligation to comment on analyses, expectations or statements made by third-parties in respect of the Corporation.

 

Neither the TSX Venture Exchange (nor any of its separate boards which includes the NEX) nor its Regulation Services Provider (as that term is defined in the polices of the TSX Venture Exchange) has in any way passed upon the merits of the Offering and any associated transactions and neither of the foregoing entities has in any way approved or disapproved of the contents of this press release.

 

Neither TSX Venture Exchange Inc. (nor any of its separate boards which includes the NEX) 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.

The common shares have not been and will not be registered under the United States Securities Act of 1933, as amended and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirement. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.



To view this press release as a PDF file, click onto the following link:
public://news_release_pdf/sparta12162015.pdf

Source: Sparta Capital Ltd. (TSX Venture:SAY.H) http://www.spartacapital.com/

 

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