Triangle Capital Growth 1 Inc.: Triangle Capital Growth 1 Inc. Announces the Completion of a Qualifying Transaction with Ranaz Corporation
Triangle Capital Growth 1 Inc. Announces the Completion of a Qualifying Transaction with Ranaz Corporation
MONTREAL, QUEBEC — (MARKET WIRE) — January 17, 2007 —
Triangle Capital Growth 1 Inc. (”Triangle”) (TSX VENTURE: TRL.P) announces that on December 28, 2006, it completed a $1,050,000 subscription for 1,750,000 units offered by Ranaz Corporation (”Ranaz”), as set out in the press release of December 22, 2006;
Each unit thus subscribed consists of one common share and one-half of a common share purchase warrant. Each full common share purchase warrant confers the right to purchase one common share, upon payment of the exercise price of $0.60 in cash, at any time within the 24 months following the closing of the IPO.
The information on Ranaz, its history, its activities and its financial data are set out in more detail in its final prospectus dated November 29, 2006, which is available on www.sedar.com.
Triangle is a capital pool company (”CPC”) whose securities have been listed on the TSX-V since March 31, 2005.
Triangle is pleased to announce that the subscription was accepted as a qualifying transaction by TSX Venture Exchange following its Policy 2.4 relating to Capital Pool Companies.
This acceptation is subject to the following conditions:
- Triangle must abide to corporate laws relating to the distribution of liquidating dividend and dissolution (approbation of shareholders);
- The 1 750 000 Ranaz units must be held in trust until the dissolution and distribution to the shareholders of the corporation;
- The distribution of Ranaz units must be completed by March 31, 2007;
- Triangle must escrow 448 642 Ranaz units pursuant to an Exchange Tier 2 Value Escrow Agreement given that 1 628 571 Triangle shares are presently escrowed pursuant to a CPC Escrow Agreement
Triangle’s Board of Directors has mandated a trustee to hold the Ranaz units thus subscribed until the distribution to its shareholders.
Triangle’s Board of Directors took the necessary measures for the convocation of a special meeting of shareholders on February 28, 2007 in order to approve the dissolution of the company and the distribution of the 1 750 000 Ranaz units and all residual liquidity to the shareholders as a liquidating dividend, in pro rata of their detention of shares on December 28, 2006.
Triangle envisions that each of its shareholders will receive one Ranaz unit for each 3.63 shares already held in Triangle’s capital stock on the effective date. The closing date of the registers for determining which shareholders are eligible to receive Ranaz units has been set at December 28, 2006.
Shares outstanding: 6,350,571
The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.
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