SAINTE-JULIE, June 30, 2010 – Groupe Bikini Village inc. (TSX: GBV) (“Groupe Bikini Village” or the “Company”) today announced its intention to amend the terms of its rights offering (the “Offering”) previously announced on May 3, 2010. Under the Offering, each registered holder of the Company’s common shares (“Shares”) as of a record date to be determined in conjunction with the Toronto Stock Exchange (the “TSX”) will receive one right (a “Right”) for each Share held. Four Rights plus the sum of $0.03 (the “Subscription Price”) are required to subscribe for one Share (the “Basic Subscription Privilege”). The Company had previously announced that the Subscription Price would be $0.05. The Rights will expire on a date to be announced (the “Expiry Date”), after which unexercised Rights will be void and without value. The Rights will be listed on the TSX. Shareholders who fully exercise their Rights may subscribe pro-rata for any additional Shares not otherwise subscribed for before the Expiry Date (the “Additional Subscription Privilege”).
The Offering is expected to raise net proceeds of approximately $1.2 million. The Company filed a preliminary rights offering circular (the “Rights Offering Circular”) with the TSX and the securities regulators in respect of the Offering.
To subscribe for Shares, a completed Rights certificate, together with payment in full of the Subscription Price for the Shares subscribed for, must be received by the subscription agent for the Offering, Computershare Trust Company of Canada (the “Subscription Agent”), before the Expiry Date.
Elmag Investments Inc. (the “Guarantor”) has agreed to subscribe for, at the Subscription Price, those Shares not otherwise subscribed for on the exercise of Rights under the Offering. The Guarantor will not, however, subscribe for a number of Shares that would result in the Guarantor’s holding 20% or more of the outstanding Shares following the Offering. Therefore, there is no guarantee that the Guarantor will subscribe for all of the Shares not otherwise subscribed for under the Offering. As of the date of this news release, the Guarantor holds 14,561,080 Shares, representing 8.67% of the outstanding Shares, intends to subscribe for an additional 3,640,270 additional Shares following the exercise of the Basic Subscription Privilege and may therefore subscribe for a maximum of 23,698,650 Shares under the Offering as Guarantor or under its Additional Subscription Privilege.
In addition, the Guarantor will have the opportunity to subscribe for Shares at a price of $0.03 each under a private placement. The total number of Shares issued will be such that following that private placement, the Guarantor will hold 20% of the outstanding Common Shares, minus one Share. The total number of Shares for which the Guarantor will subscribe under its stand-by guarantee is currently unknown and therefore the number of Shares to be issued under the private placement cannot currently be determined. Previously, the Company had announced that the Guarantor would receive warrants to purchase Shares. The Guarantor will not be receiving warrants.
The Offering is subject to regulatory approval, including that of the TSX. More details concerning the Offering and the procedures to be followed by holders of Shares will be contained in the Rights Offering Circular to be mailed to holders of Shares.
This press release should be read together with, and is qualified in its entirety by the more detailed information contained in the final Rights Offering Circular, which will be available on SEDAR at www.sedar.com.
About Groupe Bikini Village
Groupe Bikini Village inc., serving Canadians for almost a quarter-century, is a leading swimwear retailer with a network of new and renovated boutiques across Eastern Canada. In its bright and inviting stores with comfortable change rooms and knowledgeable staff, Groupe Bikini Village helps its customers choose from among Canada’s widest selection of swimsuits, beach accessories, and cruisewear, in the most popular brands the industry has to offer and in styles to suit every figure. The newest addition to its retail network, Lanaï, offers the most popular clothing brands for young girls in Brossard, Quebec. Headquartered in Sainte-Julie, Quebec, Groupe Bikini Village inc. operates 62 stores and employs approximately 500 people; its securities trade on the Toronto Stock Exchange under the stock symbol GBV. For more information about Groupe Bikini Village inc., please visit our website at www.bikinivillage.com.
Forward-looking statements
Forward-looking statements included or incorporated by reference in this news release include statements with respect to the Offering’s proceeds. Although the Company believes the expectations reflected in those forward-looking statements are based on reasonable assumptions, they can give no assurances that these expectations will be achieved. Such assumptions, which may prove incorrect, include the following: (i) the Guarantor will fulfill its undertaking to subscribe for all Shares not otherwise subscribed for on the exercise of Rights and (ii) the Rights Offering Circular and the Offering will receive all required regulatory approvals to proceed. Factors that could cause actual results to differ materially from expectations include (i) the Guarantor’s inability or unwillingness to fulfill its contractual obligations, in whole or in part and (ii) the failure of the regulatory authorities to approve the Rights Offering Circular and the Offering, or their refusal to grant that approval on conditions that the Company’s directors deem acceptable. These factors and others are more fully discussed in the Company’s filings with the Canadian securities regulatory authorities, including its annual information form for the financial year ended January 31, 2010 and available at www.sedar.com.
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For more information, please contact:
Yves Simard
President and Chief Executive Officer
(450) 449-1310 ext 4797
ysimard@bikinivillage.com
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