|By Marketwired .||
|December 6, 2013 04:30 PM EST||
VANCOUVER, BRITISH COLUMBIA -- (Marketwired) -- 12/06/13 -- Urban Select Capital Corporation (TSX VENTURE: CH) (the "Company") is pleased to announce that it has entered into an agreement with Oriental Sense Development Limited (the "Investor"), a private British Virgin Islands corporation, pursuant to which the Investor will acquire 12,500,000 common shares ("Shares") of the Company at a price of $0.08 per Share for proceeds of $1,000,000 (the "Strategic Investment"). The Company and the Investor are at arm's length and the Investor presently owns no securities of the Company. No finder's fees will be paid in connection with the Investment. Upon completion of the Strategic Investment, the Investor is expected to own approximately 30.56% of the issued and outstanding Shares and as a result the Investor will become a new 'control person' (as that term is defined in the policies of the TSX Venture Exchange (the "Exchange") of the Company. Consequently, completion of the Strategic Investment is subject to the approval of the Exchange and by a majority of the Company's shareholders at the Company's upcoming annual and special general meeting (the "Meeting") scheduled to be held on January 9, 2014. Further information regarding the Strategic Investment and the Investor will be set forth in the management information circular (the "Circular") to be prepared and mailed by the Company to its shareholders in respect of the Meeting. In the event the Investor is approved as a new 'control person' at the Meeting and Exchange approval of the Investment is received, it is anticipated that the Investment will be completed shortly after the Meeting.
In addition, the Company wishes to announce a proposed consolidation of its outstanding Shares on the basis of one new common shares for every three Shares currently issued and outstanding (the "Consolidation"). Completion of Consolidation is subject to approval of the Exchange and approval by 66 2/3% of the Company's shareholders at the Meeting. The Company currently has 28,403,000 Shares outstanding and assuming completion of the Strategic Investment will have 40,903,000 Shares outstanding prior to the Consolidation. Post-Consolidation and Investment the Company will have approximately 13,634,333 common shares outstanding. No name change will take place in connection with the Consolidation. More information regarding the Consolidation will be set forth in the Circular. In the event the Consolidation is approved by the Exchange and at the Meeting, it is anticipated that the Consolidation will be completed shortly after the Meeting.
ABOUT URBAN SELECT
Urban Select Capital Corporation is an investment issuer focused on investing growth capital into private and public companies in a broad range of sectors including natural resources, healthcare, and agriculture and consumer retail services. Urban Select's management team is composed of investment professionals combining an Asian background with Western education and extensive experience in investment banking, venture capital and fund management in Canada, China and the U.S.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Caution Regarding Forward-Looking Statements - This news release contains certain forward-looking statements, including statements regarding the business of the Company. These statements are subject to a number of risks and uncertainties. Actual results may differ materially from results contemplated by the forward-looking statements. When relying on forward-looking statements to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and should not place undue reliance on such forward-looking statements. The Company does not undertake to update any forward looking statements, oral or written, made by itself or on its behalf except as required by law.
Urban Select Capital Corporation
Chief Financial Officer and Managing Director