/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR
DISSEMINATION IN THE UNITED
STATES/
CALGARY, June 21, 2019 /CNW/ - Eguana Technologies Inc.
("Eguana" or the "Company") (TSXV: EGT) (OTCQB:EGTYF)
is pleased to announce that it has closed the first tranche of its
previously announced private placement offering (the
"Offering") led by Bayfront Capital Partners Ltd.
("Bayfront" or the "Lead Agent") and including Mackie
Research Capital Corporation (together with Bayfront, the
"Agents"), pursuant to which the Company issued 3,012
unsecured convertible debentures (each, a "Debenture" and
collectively, the "Debentures") of Eguana at a price of
$1,000 per Debenture and 10,039,988
warrants of the Company (each, a "Warrant") for aggregate
gross proceeds of $3.012 Million. The
net proceeds of the Offering will be used for general working
capital and corporate expenditures of the Company.
"These proceeds will allow us to immediately increase our
battery module procurement, which is critical to meet customer
expectations through the September quarter," stated Eguana CEO,
Justin Holland. "We are anticipating
increasing shipments into Europe,
Australia, and the United States, which are our three primary
target markets."
The Debentures mature and are repayable on June 21, 2022 (the "Maturity Date")
and carry a coupon of 10% per annum payable in cash and compound
and payable semi-annually or on such earlier date on which the
Debentures are converted. At any time prior to the Maturity Date,
the Debentures are convertible into common shares of the Company
(each, a "Common Share" and collectively, the
"Common Shares") at a price of $0.15 per share. Following the date that is four
months and one day from the date of issuance, upon 30 days' notice,
the Company shall be able to require the holders to convert their
Debentures into Common Shares in the event the daily volume
weighted average trading price of the Common Shares is greater than
$0.30 for 20 consecutive trading
days.
Each Warrant is exercisable at $0.20 to acquire one Common Share for a period of
36 months from the date of issuance.
In connection with the Offering, the Agents were granted the
option ("Agents' Option") to sell up to an additional
$2 Million of Debentures. The Agents
partially exercised the Agents' Option to sell an additional 12
Debentures. The balance of the Agents' Option may be exercised in
connection with a second tranche closing.
As consideration for their services, the Agents received (i) a
cash commission equal to 7% of the gross proceeds raised pursuant
to the Offering and (ii) 466.67 broker warrants (each, a "Broker
Warrant") for each $1,000
principal amount of Debentures sold pursuant to the Offering. Each
Broker Warrant entitles the holder thereof to acquire one unit of
the Company (each, a "Unit") at a price of $0.15 per Unit for a period of three years from
the closing date. Each Unit shall consist of one Common Share and
one-half of one Warrant. Each whole Warrant shall enable the holder
thereof to acquire an additional Common Share at a price of
$0.20 per share for a period of three
(3) years following the closing date of the Offering.
Management and Directors of the Company subscribed for an
aggregate of 157 Debentures. Such participation is considered a
related party transaction within the meaning of Multilateral
Instrument 61-101 – Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). The related party
transaction is exempt from minority approval, information circular
and formal valuation requirements pursuant to the exemptions
contained in Sections 5.7(a) and 5.5(a) of MI 61-101, as neither
the fair market value of the gross securities issued under the
Offering nor the consideration paid by the insiders exceeds 25% of
the Company's market capitalization.
All securities issued pursuant to the Offering will be subject
to a statutory hold period lasting four months and one day
following the date of issuance. The Offering is subject to final
approval of the TSX Venture Exchange.
About Eguana Technologies Inc.
Based in Calgary, Alberta
Canada, Eguana Technologies Inc. (EGT: TSX.V) (OTCQB: EGTYF)
designs and manufactures high performance residential and
commercial energy storage systems. Eguana has two decades of
experience delivering grid edge power electronics for fuel cell,
photovoltaic and battery applications, and delivers proven,
durable, high quality solutions from its high capacity
manufacturing facilities in Europe
and North America.
With thousands of its proprietary energy storage inverters
deployed in the European and North American markets, Eguana is one
of the leading suppliers of power controls for solar
self-consumption, grid services and demand charge applications at
the grid edge. To learn more, visit www.eguanatech.com or follow us
on Twitter @EguanaTech
Forward Looking Information
The reader is advised that some of the information herein may
constitute forward-looking statements and forward-looking
information (together, "forward-looking statements") within the
meaning assigned by National Instrument 51-102 – Continuous
Disclosure Obligations and other relevant securities legislation.
In particular, we include, among other things: statements
pertaining to the use of proceeds, the closing of additional
tranches of the Debenture Financing, the ability of the Company to
comply with terms of the Debentures, including but not limited to
the interest payments and payments of the principal and the
Company's ability to obtain necessary approvals from the TSX
Venture Exchange.
Forward-looking statements are not a guarantee of future
performance and involves a number of risks and uncertainties. Many
factors could cause the Company's actual results, performance or
achievements, or future events or developments, to differ
materially from those expressed or implied by the forward-looking
information. Readers are cautioned not to place undue reliance on
forward-looking information, which speaks only as of the date
hereof. Readers are also directed to the "Risk Factors" section of
the Company's most recent audited financial statements which may be
found on its website or at sedar.com The Company does not undertake
any obligation to release publicly any revisions to forward-looking
statements contained herein to reflect events or circumstances that
occur after the date hereof or to reflect the occurrence of
unanticipated events, except as may be required under applicable
securities laws.
Neither the TSXV nor its Regulation Services Provider (as
that term is defined in the policies of the TSXV) accepts
responsibility for the adequacy or accuracy of this
release.
SOURCE Eguana Technologies Inc.
