MARKHAM,
ON, Nov. 3, 2023 /CNW/ - Pond Technologies
Holdings Inc. ("Pond") (TSXV: POND)
(OTCQB: PNDHF) (FSE: 4O0), an
ESG company addressing global sustainability challenges of wellness
and climate change, is pleased to announce that, further to
its press releases dated June 6, 2023
and October 2, 2023, pursuant to a
settlement agreement dated October 5,
2023, between its subsidiary, Pond Technologies Inc., and
Grant Thornton Limited, in its capacity as court-appointed receiver
and manager of Crystal Wealth Management System Limited, Pond has
now settled in full all of its obligations owing under the Crystal
Wealth loan. The loan was settled on favourable terms by payment of
$1.2 million, funded by a short-term
advance provided to Pond from Colmac Holdings Limited (an
entity controlled by Pond's Chairman, Mr. Robert McLeese). Such advance is intended to be
repaid from the proceeds of Pond's previously announced private
placement (the "Private Placement") of convertible
debentures (the "Convertible Debentures").
Pond is pleased to announce that it has increased the size of
its Private Placement to $8 million
thanks to the receipt of subscriptions representing an
oversubscription to its previously announced $5.25 million maximum. The Convertible Debentures
bear interest at 12% per annum, are convertible into common shares
of Pond ("Common Shares") at the option of the holders
thereof at any time at a conversion price of $0.20 per share (the "Conversion Price"),
and mature three (3) years from the date of issuance. In the event
that, following closing, the daily volume weighted average trading
price (or closing bid price on days when there are no trades) of
the Common Shares on the TSX Venture Exchange ("TSXV")
exceeds $0.40 per Common Share for 20
consecutive trading days (the "Triggering Event"), the
Convertible Debentures (including the interest accrued thereon)
shall be automatically converted into Common Shares on the
effective date of the Triggering Event at the Conversion Price. The
Convertible Debentures will now be secured obligations, secured
against all of Pond Technologies Inc.'s present and after-acquired
personal property, including all technology, patents, copyrights,
inventions and other intellectual property.
The Private Placement has received TSXV conditional approval and
closing is expected to occur by no later than mid-November.
The net proceeds of the Private Placement are expected to be
used by Pond for the repayment of the advance provided by Colmac
and for working capital and general corporate purposes.
About Pond Technologies Holdings Inc.:
Located in Markham, Ontario,
Pond Technologies has developed a proprietary system that can
profitably transform CO2 into valuable products. Its Pond Carbon
business focuses on absorbing greenhouse gas emissions,
transforming these into food, feed, and nutraceutical ingredients.
Pond recently added a Biotech division focused on the growth of
unique strains of microalgae to be used as a reproductive medium
for the expression of human antibodies and proteins.
For more information, please
visit https://www.pondtech.com/.
Forward-Looking Statements:
This press release contains forward–looking statements within
the meaning of applicable securities laws, including statements
regarding anticipated closing of the Private Placement and the use
of proceeds therefrom, including the repayment of the advance from
Colmac Holdings Limited. Such forward–looking statements are based
on certain key expectations and assumptions made by Pond,
including, among others, assumptions regarding Pond's ability to
successfully close subscriptions under the Private Placement,
obtaining TSXV final acceptance of the Private Placement, continued
commercialization of Pond's technology, the successful negotiation
of licensing, supply and commercial agreements on terms acceptable
to Pond, the continued legislative regime in which Pond operates,
availability of cost–effective labour and supplies, the proper
functioning of Pond's technology, the quality of the algae
produced, the demand for Pond's products, the ability of Pond to
successfully compete, cash flow and expenses, and obtaining and
maintaining intellectual property protection. Although Pond
believes that the expectations and assumptions on which such
forward–looking statements are based are reasonable, undue reliance
should not be placed thereon and Pond can give no assurance that
they will prove to be correct. By their nature, such
forward–looking statements are subject to various risks and
uncertainties, which could cause the actual results and
expectations to differ materially from the anticipated results or
expectations expressed, including the risks set forth in Pond's
management's discussion and analysis of financial condition and
results of operations for its year ended December 31, 2022, and for the interim period
ended June 30, 2023, available on
Pond's profile on the SEDAR website at www.sedar.com.
Readers are cautioned not to place undue reliance on this
forward–looking information, which is given as of the date hereof,
and to not use such forward–looking information for anything other
than its intended purpose. Pond does not undertake any obligation
to update publicly or revise any forward–looking information,
whether as a result of new information, future events or otherwise,
except as required by law.
Neither the TSXV nor its Regulation Services Provider (as
that term is defined in the policies of the TSXV) accept
responsibility for the adequacy or accuracy of this
release.
SOURCE Pond Technologies Holdings Inc.
