Burnaby, British Columbia – May 13, 2009 – Legend Power Systems Inc. (TSX.V: LPS) (“Legend Power”) announces that as of May 12, 2009, it has completed the first tranche of the offering by way of TSX Venture Exchange Short Form Offering Document (the “SFOD”) dated April 27, 2009 (the “Offering”). The Offering was approved by the TSX Venture Exchange (the “TSX-V”) on April 27, 2009. The Offering is for up to 3,636,364 common shares in the capital of Legend Power (the “Shares”) at a price of $0.55 per Share, for maximum gross proceeds of up to $2,000,000. The Offering is not subject to a minimum amount of aggregate gross proceeds, but is subject to a minimum subscription level per purchaser of $2,000. The first tranche of the Offering resulted in the sale of 102,047 Shares for gross proceeds of $56,125.85.
The Offering is being made on a non-brokered basis, however a finder’s fee (“Finder’s Fee”) may be paid as outlined below. Legend Power will pay a Finder’s Fee to persons who are properly qualified to market and sell Shares under applicable securities laws and who assist Legend Power in finding purchasers of Shares. The amount of the Finder’s Fee is calculated as a percentage of the actual dollar value of the Shares purchased. The percentage increases in approximately $50,000 increments as follows:
Value of Shares Purchased ($) Finder’s Fee (per cent)
$2,000 to $50,000 5 per cent
$50,001 to $100,000 6 per cent
$100,001 to $150,000 7 per cent
$150,001 or more 8 per cent
Legend Power did not pay any Finder’s Fee with respect to the first tranche of the Offering.
Versant Partners Inc. (“Versant”) was engaged by Legend Power to execute the Agent’s Certificate in the SFOD pursuant to the requirements of TSX-V Policy 4.6. Versant received a fee (the “Initial Fee”) equal to $5,000, plus GST, and will receive a fee (the “Closing Fee”), such fee not to exceed $50,000, equal to the greater of $20,000 or 2 per cent of the gross proceeds of the Offering and any other equity or equity-linked financings completed by Legend Power on or before April 14, 2010, plus GST. The Initial Fee was payable upon execution of the Certificate of the Agent. $20,000 of the Closing Fee was payable upon the closing of the first tranche. The remaining portion of the Closing Fee will be calculated and paid upon the close of subsequent financings occurring on or before April 14, 2010, whether they are closings of the Offering or of other equity or equity-linked financings.
As at March 31, 2009, Legend Power had a working capital deficit of approximately $67,000. If the Offering is fully subscribed, there will be funds available to Legend Power of $1,728,000 after deducting Versant’s fees of $45,000, the maximum Finder’s Fees of $160,000 and Legend Power’s working capital deficiency of $67,000. Legend Power will use the net proceeds from the Offering to fund its operations, sales and technical capabilities in British Columbia and Ontario.
About Legend Power Systems Inc.
Legend Power Systems Inc. is a leading electrical energy conservation company that manufactures and markets a patented device to help commercial and industrial customers achieve significant energy savings through voltage optimization. Legend Power’s Electrical Harmonizer-AVR eliminates inefficiencies by delivering the optimal level of voltage a user needs. Many customers receive higher voltage levels than required at certain points of the grid from electrical utilities delivering higher levels to compensate for line loss across the feeder length. Higher than nominal voltage can affect the lifespan of electrical equipment and result in high monthly utility bills. By delivering the optimal voltage to the user, Legend Power’s Electrical Harmonizer-AVR helps companies reduce their electricity bills, maintenance costs and greenhouse gas emissions while increasing the life of electrical equipment. The technology also decreases capital and operating costs for electrical utilities.
Forward Looking Information
Statements contained herein that are not based on historical or current fact, including without limitation statements containing the words “anticipates,” “believes,” “may,” “continues,” “estimates,” “expects,” and “will” and words of similar import, constitute “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward-looking statements. Such factors include, among others, the following: general economic and business conditions, both nationally and in the regions in which the Company operates; history of losses and uncertainty of revenues; ability to obtain required financing; technology changes and/or market changes, including actual electrical billing rates; adequate protection of the Company’s proprietary rights; competition; changes in business strategy or development plans; and other factors referenced in the Company’s filings with Canadian securities regulators. Although the Company believes that expectations conveyed by the forward-looking statements are reasonable based on the information available to it on the date such statements were made, no assurances can be given as to the future results, levels of activity, performance or achievements. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. The Company does not assume the obligation to update any forward-looking statements except as otherwise required by applicable law.
Neither 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.
|For further information, please contact:
Gerry Gill, Chairman & CEO
Legend Power Systems Inc.
+ 1 604 420 1500
|LEGEND POWER SYSTEMS INC.
8618 Commerce Court
Burnaby, BC V5A 4N6
+1 604 420 1500