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/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/
All monetary amounts are expressed in Canadian Dollars, unless otherwise indicated.
CALGARY, AB, Feb. 25, 2021 /CNW/ - Eguana Technologies Inc. (TSXV: EGT) (OTCQB: EGTYF) ("Eguana" or the "Company") is pleased to announce that it has completed its previously announced private placement of special warrants of the Company (the "Special Warrants") for aggregate gross proceeds of $20,000,000 (the "Offering"). Pursuant to the Offering, the Company issued 50,000,000 Special Warrants at a price of $0.40 per Special Warrant. Each Special Warrant is exercisable into one common share in the capital of the Company (each, a "Common Share" and collectively, the "Common Shares") without payment of any additional consideration upon certain conditions being met.
The Offering was led by Stifel GMP and Cormark Securities Inc., as co-lead and joint bookrunners, together with Mackie Research Capital Corporation (the "Agents"). In addition, and in connection with the Offering, Fort Capital Partners acted as a capital markets advisor to the Company.
The Special Warrants were created and issued pursuant to, and are governed by the terms of a special warrant indenture between the Company and TSX Trust Company, and will be transferable and exercised in accordance with the terms and conditions of the special warrant indenture.
In addition to strengthening its balance sheet, the Company plans to use net proceeds of the Offering to accelerate cost reduction activities, to accelerate research and development of its battery technology, to expand its development and lab testing capabilities, and to strategically position inventory for the transition from batch manufacturing to flow manufacturing, enabling consistent product availability.
"I'm very proud of our team, who have worked tirelessly over the past few years, to position Eguana with a feature rich suite of products and fantastic partners in key areas including manufacturing, installation, and supply," commented Eguana CEO Justin Holland. "We are also encouraged by the institutional support and will put this growth capital to good use by immediately accelerating our supply chain activities to bring additional predictability to our revenue streams by reducing the impact of COVID-19 driven logistics disruption. We will also accelerate the vertical integration of our battery supply chain giving the Company increased flexibility and advantage with new and emerging battery chemistries."
The Company will use its commercially reasonable efforts to qualify the distribution of the Common Shares issuable upon exercise of the Special Warrants by way of a short form prospectus ("Qualifying Prospectus") within 90 days following the closing of the Offering (the "Qualifying Condition"). The securities issued in connection with the Offering will be subject to a 4–month hold period from the date of the closing of the Offering (the "Closing Date") unless the Qualifying Prospectus is filed and receipted within that time. If the Qualifying Condition is not met, each Special Warrant will be exercisable (for no additional consideration and with no further action on the part of the holder thereof) for 1.1 Common Shares. The Company has received conditional approval to list: (i) the Common Shares issuable on exercise of the Special Warrants and (ii) the Compensation Warrant Shares (as defined below) issuable on the exercise of the Compensation Warrants (as defined below) on the TSX Venture Exchange (the "Exchange"), subject to the Company fulfilling all of the listing requirements of the Exchange. The Special Warrants will not be listed on any stock exchange or over–the–counter market.
As consideration for its services in connection with the Offering, the Company paid the Agents a cash commission equal to $1,400,000 and issued to the Agents a total of 3,500,000 non-transferable compensation special warrants of the Company (each, a "Compensation Special Warrant"). Each Compensation Special Warrant is exercisable for one compensation warrant of the Company (each, a "Compensation Warrant") without payment of any additional consideration by the holder thereof. Each Compensation Warrant is exercisable into one common share of the Company (collectively, the "Compensation Warrant Shares") at an exercise price of $0.40 per share for a period of 24 months from the Closing Date.
Certain directors and officers of the Company participated in the Offering. As a result, the foregoing constitutes a related-party transaction under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). This transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of the securities issued, nor the consideration provided therefore exceed 25% of the Company's market capitalization.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the "1933 Act") and may not be offered or sold to, or for the account or benefit of, persons in the United States or "U.S. persons" (as such term is defined in Regulation S under the 1933 Act) absent registration or an applicable exemption from the registration requirements of the 1933 Act any application state securities laws.
About Eguana Technologies Inc.
Based in Calgary, Alberta Canada, Eguana Technologies (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
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 news release.
Cautionary Statement Regarding Forward-Looking Information
This news release contains "forward-looking statements" that are based on expectations, estimates, projections and interpretations as at the date of this news release. Forward-looking statements are frequently characterized by words such as "plan", "expect", "project", "seek", "intend", "believe", "anticipate", "estimate", "suggest", "indicate" and other similar words or statements that certain events or conditions "may" or "will" occur, and include, without limitation, statements regarding the use of proceeds of the Offering, the impact of COVID-19, the expected timing for obtaining a final receipt for the Qualifying Prospectus and receipt of all requisite regulatory approvals, the Company's future financial and business plans and the expected effects thereof. Such forward looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such risks and other factors may include, but are not limited to, the ability to obtain all requisite regulatory approvals including the approval of the Exchange and those of the securities regulatory authorities in respect of a Qualifying Prospectus; the Company may not use the proceeds of the Offering as intended; the results of business operation; the ability of the Company to acquire further customers; timing and availability of external financing on acceptable terms, the uncertainty surrounding the spread of COVID-19 and the impact it will have on the Company's operations and economic activity in general and those risk factors outlined in the Company's management discussion and analysis as filed on SEDAR. The Company does not undertake to update any forward-looking information except in accordance with applicable securities laws.
SOURCE Eguana Technologies Inc.
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