CarbonOne Technologies Closes on Additional $50,000 of Secured Convertible Debenture Financing
By Marketwired News
VANCOUVER, BRITISH COLUMBIA–(Marketwired – June 13, 2016) –
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS.
CarbonOne Technologies Inc. (TSX VENTURE:CX) (“CarbonOne” or the “Company“) is pleased to announce that the Company has closed the second tranche of the secured convertible debenture financing announced on March 3, 2016, in the amount of $50,000. In aggregate, the Company has raised a total of $500,000 to date pursuant to the financing, to be used for the advancement of its products as well as general working capital.
The debentures issued in connection with the second tranche closing have a maturity date of June 13, 2018, and the principal amount of the debentures is convertible into units at $0.15 per unit prior to the maturity date. Each unit comprises one common share of the Company and one transferable common share purchase warrant. Each warrant entitles the holder to purchase one common share of the Company at a price of $0.20 per share for two years from the closing date of the financing, subject to adjustment in certain circumstances.
The 8% interest rate on the debentures is payable semi-annually in arrears. The debentures will have a forced conversion feature that is triggered if CarbonOne’s share price trades above $0.30 for more than 20 consecutive trading days. The debentures will be redeemable with a 60-day notice period.
All debentures issued in connection with the second tranche closing, and all securities issued upon conversion of such debentures (including all securities issued upon exercise of those securities), are subject to a four-month-and-one-day “hold period” expiring on October 14, 2016 as prescribed by the TSX Venture Exchange and applicable securities laws.
Pursuant to Policy 5.9 of the TSX Venture Exchange and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, the financing constitutes a “related party transaction” as certain directors of CarbonOne have directly and indirectly subscribed for debentures. The Company did not file a material change report 21 days prior to the closing of the second tranche of the financing, as participation of insiders had not been established at that time.
On Behalf of the Board of CarbonOne Technologies Inc.
John Proust, Chairman & CEO
The TSX Venture Exchange has in no way passed upon the merits of the proposed Transaction. Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Notes Regarding Forward-looking Statements
This news release contains certain forward-looking information and forward-looking statements within the meaning of applicable securities legislation (collectively “forward-looking statements”). Certain information contained herein constitutes “forward-looking information” under Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “will”, and variations of such words and phrases or statements that certain actions, events or results “will” occur. Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made and they are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed by such forward-looking statements or forward-looking information, including the use of proceeds from the financing. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward looking information. The Company does not undertake to update any forward-looking statements or forward-looking information that are incorporated by reference herein, except as required by applicable securities laws.
United States Advisory
The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be offered, sold, or resold in the United States or to, or for the account of or benefit of, a U.S. Person (as such term is defined in Regulation S under the U.S. Securities Act) unless an exemption from the registration requirements of the U.S. Securities Act is available. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in the state in the United States in which such offer, solicitation or sale would be unlawful.
CarbonOne Technologies Inc.
Chairman and CEO
CarbonOne Technologies Inc.
Vice President, Investor Relations and Communications