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April 19, 2007
NovaDX Acquires Canadian Small Cap Resource Funds Management and Brand
NovaDX Ventures Corp, President & CEO, Neil MacDonald, reports:
(Vancouver, BC, April 19, 2007) NovaDX Ventures Corp ("NovaDX") is pleased to announce the acquisition of a 100% interest in the Canadian Small Cap Resources Funds 2004, 2005, 2006 (No. 1), 2006 (No. 2) and 2007 (No. 1) Management Ltd(s), the General Partners to the five respective Canadian Small Cap Resource Funds flow-through Limited Partnerships (collectively the "CSCRF Funds"), from Western Resources Funds Ltd ("Western") of Vancouver, BC.
This transaction gives NovaDX administrative control of the CSCRF Funds as well as exclusive right and title to the CSCRF brand. It marks another important milestone in NovaDX's objective of becoming a leading provider of capital, investment management, investment banking and advisory services in the junior resource markets.
"The CSCRF purchase brings us a steady and growing revenue stream from administrative management services we'll be providing to the CSCRF flow-through Limited Partnerships," said Neil MacDonald. "Since it's inception in 2004, the CSCRF group has raised more than $22 million in flow-through LPs in the micro-cap mineral and oil & gas resource markets."
"This acquisition also puts us in a strong position to offer non-flow through capital, advisory and investment banking services to many of the early-stage exploration companies that the CSCRF Funds have invested in," said Neil MacDonald, who became NovaDX CEO in September of 2006 after heading up Blackmont Capital's public venture capital investment banking group in Vancouver for the past six years. "We're very bullish on this sector, and are excited about the leverage this acquisition brings to our business. We believe that the resource exploration market will continue to be strong with good growth potential in the months and years ahead."
The purchase price of the transaction is CDN $200,000, to be paid through the issuance of 800,000 units of NovaDX at a price of $0.25 per unit. Each unit will consist of one common share of NovaDX and one-half (1/2) of one non-transferable common share purchase warrant. Each whole warrant will entitle the holder to purchase one common share of NovaDX at a price of $0.40 per share for a period ending 12 months from the date the acquisition closes ("Expiry Date") provided that in the event that the common shares of NovaDX trade at a price of $0.60 per share or more for 10 consecutive trading days (the "Acceleration Event") at any time after issuance of the Units, then the Warrants will expire on the earlier of the Expiry Date and the date which is 30 calendar days after NovaDX provides notice to the holders of the Warrants that the Acceleration Event has occurred. The securities will have a hold period expiring on August 21, 2007.
About NovaDX: NovaDX is a Vancouver- based investment firm whose primary focus is on micro-cap natural resource issuers, a largely overlooked but important sector of the equity markets. NovaDX's business plan involves seeking out investment opportunities in companies that have quality management and projects that demonstrate an above average opportunity for new resource discovery. NovaDX works closely with management of these companies with the objective of mitigating risk and enhancing the value of its investments. NovaDX intends to pursue opportunities in North America and abroad. NovaDX seeks a return on its investments supplemented with revenue from investment banking, investment management and advisory services.
About CSCRF: Canadian Small Cap Resource Funds is a group of Vancouver-based flow-through limited partnerships that invest in flow-through shares of junior companies engaged in the exploration of mineral deposits and oil & gas reserves in Canada.
ON BEHALF OF THE BOARD
The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.
Statements included in this announcement, including statements concerning our plans, intentions and expectations, which are not historical in nature are intended to be, and are hereby identified as, "forward-looking statements" for purposes of the safe harbor provided by Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by words including "anticipates", "believes", "intends", "estimates", "expects" and similar expressions. The company cautions readers that forward-looking statements, including without limitation those relating to the company's future operations and business prospects, are subject to certain risks and uncertainties that could cause actual results to differ materially from those indicated in the forward-looking statements.
For more information, please contact Neil MacDonald or Rick Peterson at 604-684-2883 or send us an email at
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