CALGARY, Oct. 27, 2017 /CNW/ - MATRRIX Energy Technologies
Inc. ("MATRRIX" or the "Corporation") (TSX-V: MXX) is pleased to
announce that it has successfully closed the second and final
tranche (the "Final Tranche") of its previously announced private
placement (the "Offering") of unsecured, subordinated convertible
debentures of the Corporation (the "Debentures"). An aggregate
principal amount of $307,000 of
Debentures was issued under the Final Tranche, bringing the total
principal amount of Debentures issued under the Offering to
$2,612,000.
The Debentures will mature on October 31,
2020 (the "Maturity Date"), will bear interest at a rate of
10% per annum paid semi-annually, in arrears on December 31 and June
30 of each year, and will be convertible into common shares
in the capital of the Corporation ("Common Shares") at a price of
$0.49 per Common Share based on a
conversion premium of approximately 25% to the last trade on the
TSX Venture Exchange (the "TSXV") on October
6, 2017 (being the date on which the Offering was
announced), subject to adjustments in certain circumstances.
The principal amount of the Debentures (the "Principal Amount")
shall be convertible at the option of the holder at any time prior
to the close of business on the earlier of (i) the business day
immediately preceding the Maturity Date or, (ii) if called for
redemption, on the business day immediately preceding the date
fixed for redemption, or (iii) if called for repurchase pursuant to
a transaction resulting in any person or persons acquiring voting
control or direction over at least 50% of the aggregate voting
rights attached to the Common Shares then outstanding, on the
business day immediately preceding the payment date.
The Debentures may not be redeemed by the Corporation prior to
October 31, 2018. On and after
October 31, 2018 and prior to
October 31, 2019, the Debentures may
be redeemed by the Corporation, in whole or in part from time to
time, on not more than 60 days and not less than 40 days prior
notice at a redemption price equal to their Principal Amount plus
accrued and unpaid interest, if any, up to but excluding the date
set for redemption, provided that the weighted average trading
price of the Common Shares on the TSXV, for the 30 consecutive
trading days ending five trading days prior to the date on which
notice of redemption is provided is at least 125% of the conversion
price. On and after October 31, 2019
and prior to the Maturity Date, the Debentures may be redeemed by
the Corporation, from time to time, on not more than 60 days and
not less than 40 days prior notice of redemption at a redemption
price equal to the Principal Amount plus accrued and unpaid
interest, if any, up to but excluding the date set for
redemption.
The net proceeds of the Offering will be used by the Corporation
(i) for general corporate and working capital purposes and (ii) to
partially fund the acquisition by the Corporation of three complete
tele-double drilling packages with spares from Vortex Drilling
Ltd., through its receiver Deloitte Restructuring Inc. (the "Asset
Acquisition").
Insiders of the Corporation participated in the Offering and
purchased Debentures having an aggregate Principal Amount of
$950,000, or approximately 36.4% of
the Offering.
The Debentures issued under the Final Tranche are subject to a
hold period under applicable securities laws until February 28, 2018.
The Corporation is also pleased to announce that it has entered
into an amended and restated commitment letter with Alberta
Treasury Branches (the "Lender") providing for a revolving
operating loan facility in the initial principal amount of
$3,000,000 and a non-revolving
acquisition loan facility in the amount of $2,500,000. The operating facility is to be used
by the Corporation for working capital purposes and can be
increased by an additional $2,000,000
on the pro forma meeting of certain financial tests and at the
Lender's discretion. The acquisition loan facility is available to
finance a portion of the Asset Acquisition. The acquisition
facility is designed to be a bridge loan and the interest rate
thereon will increase by 100 bps 120 days following closing.
About MATRRIX
The Corporation commenced operations in 2011. MATRRIX has grown
its concurrent capacity of horizontal and directional drilling
systems ("Systems") organically with the acquisition and assembly
of 25 Systems as at the date of this press release. MATRRIX has
developed and implemented a proprietary system called
D2ROXTM (pronounced DEE-ROCKS) to aid the
Corporation and its oil and gas clients to drive predictable,
repeatable, cost effective, safe field operations at the rig
site.
Forward-looking Information
Certain statements contained in this press release constitute
forward-looking information. This information relates to future
events or the Corporation's future performance. All information
other than statements of historical fact is forward-looking
information. The use of any of the words "anticipate", "plan",
"contemplate", "continue", "estimate", "expect", "intend",
"propose", "might", "may", "will", "could", "believe", "predict"
and "forecast" are intended to identify forward-looking
information.
In particular, this press release contains forward-looking
information pertaining to the following: the Corporation's
intention to complete the Offering and the use of proceeds from the
Offering.
This forward-looking information involves material assumptions
and known and unknown risks and uncertainties, certain of which are
beyond the Corporation's control. The Corporation's Annual
Information Form and other documents filed with securities
regulatory authorities (accessible through the SEDAR website
www.sedar.com) describe the risks, the material assumptions and
other factors that could influence actual results and which are
incorporated herein by reference. Actual results, performance or
achievements could differ materially from those expressed in, or
implied by, this forward-looking information and, accordingly, no
assurance can be given that any of the events anticipated by the
forward-looking information will transpire or occur, or if any of
them do so, what benefits the Corporation will derive
therefrom.
The forward-looking information contained herein is provided as
at the date hereof and the Corporation does not undertake any
obligation to update publicly or to revise any of the included
forward-looking information, whether as a result of new
information, future events or otherwise, except as may be required
by applicable securities laws.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
SOURCE MATRRIX Energy Technologies Inc.