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Published on 3/15/2011 in the Prospect News PIPE Daily.

Two Rivers Water pockets $2 million through 5% convertibles placement

Company sells three-year secured notes with $2.50 conversion price

By Devika Patel

Knoxville, Tenn., March 15 - Two Rivers Water Co. settled a private placement of secured convertible notes on March 1, according to an 8-K filed Tuesday with the Securities and Exchange Commission. The deal raised $2 million.

The 5% notes are due March 31, 2014, and will convert to common shares at $2.50 per share. If the stock trades at $5.00 or higher for 20 consecutive trading days and the average trading volume for that period is at least 250,000 shares per day, the notes will automatically convert. They may be prepaid.

The conversion price is a 21.95% premium to the Feb. 28 closing share price of $2.05.

Based in Denver, Two Rivers Water operates a water acquisition, development and distribution business in Huerfano County, Colo.

Issuer:Two Rivers Water Co.
Issue:Secured convertible notes
Amount:$2 million
Maturity:March 31, 2014
Coupon:5%
Conversion price:$2.50
Call:Yes
Warrants:No
Settlement date:March 1
Stock symbol:Pink Sheets: TURV
Stock price:$2.38 at close March 1
Market capitalization:$45.96 million

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