/NOT FOR DISTRIBUTION TO US NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES/
BURNABY, BC, July 30 /CNW/ - Legend Power Systems Inc. (TSX.V: LPS)
("Legend Power") announces that it has arranged, with the assistance of
Phoenix Alliance Corp. ("Phoenix"), subject to regulatory approval, a brokered
private placement (the "Offering") of up to 15,000,000 units (the "Units") at
a price of $0.50 per Unit for gross proceeds of up to $7,500,000. Each Unit
will consist of one common share of Legend Power (a "Share") and one half of
one common share purchase warrant (a "Warrant"). Each whole Warrant will
entitle the holder thereof to purchase one Share at a price of $0.60 per Share
for a period of 18 months following the closing of the Offering.
D&D Securities Company (the "Agent") is acting as lead agent for the
Offering and will offer the Units on a reasonable best efforts basis. The
Units will be made available by way of private placement exemptions in the
provinces of British Columbia, Alberta, Ontario and Quebec.
Closing of the Offering is subject to a number of conditions, including
the receipt of all necessary corporate and regulatory approvals, including the
TSX Venture Exchange, as well as the negotiation and execution of certain
documentation, including an agency agreement between the Agent and Legend
Power.
At closing, Legend Power will pay the Agent a cash commission equal to 6%
of the gross proceeds of the Units sold (up to $450,000), and will issue to
the Agent broker warrants (the "Broker Warrants") to acquire that number of
Units equal to 10% of the Units sold under the Offering (up to 1,500,000
Broker Warrants). Each Broker Warrant will be exercisable at $0.50 per Unit
for a period of 18 months following the closing of the Offering. Legend Power
will also reimburse the Agent for reasonable fees and expenses incurred in
connection with the Offering.
Legend Power previously announced, on June 23, 2009, that it had entered
into two agreements with Phoenix - a management consulting agreement (the
"Consulting Agreement") and a finder's fee agreement (the "Finder's Fee
Agreement"). At closing, Legend Power will also pay Phoenix up to $168,750 in
cash and issue to Phoenix up to 750,000 Shares at a deemed price of $0.50 per
Share, in accordance with the Consulting Agreement. As previously disclosed,
Legend Power has already paid Phoenix $25,000 pursuant to the Consulting
Agreement. In addition, and in accordance with the Finder's Fee Agreement,
Legend Power will pay Phoenix a cash fee equal to 5% of the value of the
subscriptions paid by investors in the Offering who were introduced to Legend
Power by Phoenix (up to $375,000).
