CompuPrint, Inc. Completes $500,000 Private Placement as Initial Tranche of Proposed $50,000,000 Private Placement by an Overseas Entity.NEW YORK New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of -- CompuPrint, Inc. (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :CPPT cPPT central polypurine tract CPPT Cadet Protection Policy Training CPPT Cut Protection Performance Test CPPT Comité Prévention et Protection au Travail (French; Belgium CPPT Constant Proportion Portfolio Technique ), an energy technology company that combines satellite-based technology with traditional exploration services, announced today that, on December 29, 2005, it completed the sale of the initial $500,000 tranche Tranche One of several related securities offered at the same time. Tranches from the same offering usually have different risk, reward, and/or maturity characteristics. tranche A class of bonds. of a proposed $50,000,000 private placement of its common stock at $1.00 a share with Esterna Limited, an accredited investor Accredited Investor A term used by the Securities and Exchange Commission (SEC) under Regulation D to refer to investors who are financially sophisticated and have a reduced need for the protection provided by certain government filings. Also known as "qualified purchaser". . The proceeds of the investment will be used for working capital. No brokers or placement agents were involved in the transaction. CompuPrint does business through Terra Insight Corporation, its wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. . This initial investment tranche purchased by Esterna Limited, a Cyprus limited company, was a pre-condition to the right of Esterna Limited to purchase an additional 49,500,000 shares of the Company's common stock on or before March 31, 2006 at $1.00 per share, which is also subject to satisfactory completion of due diligence Research; analysis; your homework. This term has caught on in all industries, because it sounds so "wired." Who would want to do analysis or research when they can do due diligence. See wired. investigations by the parties, and certain further conditions set forth in the Statement of Understanding between Esterna and the Company, dated as of December 27, 2005. Among the stated conditions to closing are the negotiation of a shareholders' agreement shareholders' agreement n. an employment agreement among the shareholders of a small corporation permitting a shareholder to take a management position with the corporation without any claim of conflict of interest or self-dealing against the shareholder/manager. with the Company, negotiation of new management employment agreements, and, the acceptance by the Company of a "marquee" investor that would provide the lion's share of the capital investment needed by Esterna to close the proposed transaction. Esterna has represented that, while it presently lacks sufficient capital to complete the proposed transaction without additional financing, Esterna anticipates that it will negotiate such a transaction with a "marquee" investor acceptable to the Company. The Statement of Understanding provides for a six member Board of Directors on the closing of the proposed transaction, with Esterna having the right to nominate three of the Company's Directors, among other provisions. If the sale of the 49,500,000 additional shares is not concluded with Esterna on or before March 31, 2006, for any reason, all rights under the Statement of Understanding terminate, and the Company retains the initial $500,000 investment by Esterna. The Company makes no representation that a closing will be effected by March 31, 2006, or at any other date. "We are pleased that Esterna has successfully completed its initial due diligence regarding our Company's STeP(TM) technology and has decided to invest in the Company. The proposed investment by Esterna of an additional $49,500,000 would provide additional capital to allow the Company to further its business model of surveying and then leasing or purchasing properties, such as those contemplated for oil drilling operations in the Western United States Noun 1. western United States - the region of the United States lying to the west of the Mississippi River West Santa Fe Trail - a trail that extends from Missouri to New Mexico; an important route for settlers moving west in the 19th century and Canada this year and next year, and to fund our cash flow needs for the foreseeable future. Esterna's involvement would also expand and strengthen our Board of Directors. Esterna has stated its intention to deliver the involvement of a committed, well-funded, `marquee' investor, which could prove to be the most significant financing event in the history of the Company," said Roman Rozenberg, Chief Executive Officer. About CompuPrint, Inc. CompuPrint, Inc., through its wholly owned subsidiary, Terra Insight Corporation, provides mapping, surveying, and analytical services to exploration, drilling, and mining companies. The Company primarily uses the STeP technology, which facilitates the prediction and location of commercially viable deposits of hydrocarbons hydrocarbons (hīˈ·drō·kärˑ·b n. , gold, diamonds, and other natural resources. It manages and interprets geologic and satellite data to develop the assessment of natural resources. Through the Company's other wholly owned subsidiary entities, the Company owns leases for oil and gas parcels totaling more than 16,000 acres of land in the Rail Road Valley and White River Valley areas of Nevada for purposes of utilizing its STeP technology in oil and gas exploration and development activities. Terra Insight Corporation was formed in 2005 and is based in New York City New York City: see New York, city. New York City City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S. . For more information visit http://www.terrainsight.com. This press release may contain forward-looking information within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, and is subject to the safe harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. created by those sections. There are many factors that could cause the Company's expectations and beliefs about its plans to acquire additional exploration properties, plans to drill or drilling results to fail to materialize: competition for new acquisitions; availability of capital; unfavorable geologic conditions; and prevailing prices for oil and natural gas and general regional economic conditions. |
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