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EDMONTON, July 5, 2018 /CNW/ - Radient Technologies
Inc. ("Radient", or the "Company") (TSX-V: RTI) is
pleased to announce that it has entered into an underwriting
agreement with a syndicate of underwriters led by Canaccord Genuity
Corp. (the "Lead Underwriter") and including GMP Securities
L.P. and Laurentian Bank Securities Inc. (together with the Lead
Underwriter, the "Underwriters") to increase the size of the
previously announced bought deal offering to an offering of
18,000,000 units (the "Units") of the Company at a price of
$1.20 per Unit (the "Offering
Price") for aggregate gross proceeds of approximately
$21,600,000 (the "Upsized
Offering"). The Underwriters have been granted the option (the
"Over-Allotment Option") to purchase up to an additional
2,700,000 Units, exercisable in whole or in part, at any time up to
30 days following the closing of the Upsized Offering.
As previously announced, each Unit will consist of one common
share in the capital of the Company (a "Common Share") and
one-half of one common share purchase warrant (each whole common
share purchase warrant, a "Warrant"). Each Warrant shall be
exercisable to acquire one additional common share (a "Warrant
Share") of the Company for a period of two years from the
closing date of the Upsized Offering at an exercise price of
$1.50 per Warrant Share. If, at any
time prior to the expiry date of the Warrants, the volume weighted
average price of Radient's common shares exceeds $2.25 for 20 consecutive trading days, the
Company may deliver a notice to the holders of Warrants
accelerating the expiry date of the Warrants to the date that is 30
days following the date of such notice (the "Accelerated
Exercise Period"). Any unexercised Warrants shall automatically
expire at the end of the Accelerated Exercise Period. The Warrants
will not be listed for trading on the TSXV or any other public
exchange.
The Units comprising the Upsized Offering will be offered by way
of short form prospectus in Alberta, British
Columbia and Ontario. The
proceeds of the Upsized Offering and the Private Placement
(described below) will be used to upgrade the Company's main
Edmonton extraction line for
dedicated hemp extraction and purification, for additional capacity
in North America and/or
Europe and for general corporate
and working capital purposes.
In connection with the Upsized Offering, the Company has agreed
to pay to the Underwriters a cash commission equal to 6% of the
gross proceeds from the Upsized Offering (the "Underwriters'
Fee"). In addition to the Underwriters' Fee, the Company has
agreed to issue to the Underwriters compensation options (the
"Compensation Options"), exercisable at the Offering Price
to purchase such number of Units as is equal to 6% of the aggregate
number of Units sold.
In addition to the Upsized Offering, the Company is arranging a
concurrent private placement of Units for additional aggregate
gross proceeds of up to $15 million
(the "Private Placement"). In connection with the Private
Placement, the Company may pay commission to certain finders (the
"Finders") in cash, Units and/or Compensation Options,
subject to the limitations set out in TSXV Policy 5.1 - Loans, Loan
Bonuses, Finder's Fees and Commissions. The Company may increase
the size of the Private Placement to $25
million with the consent of the Lead Underwriter.
Closing of the Private Placement is subject to receipt of
applicable regulatory approvals including approval of the TSX
Venture Exchange. Securities issued under the Private Placement
will be subject to a four month hold period which will expire four
months plus a day from the date of closing of the Private
Placement.
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 of the United
States in which such offer, solicitation or sale would be
unlawful. The securities have not been registered under the 1933
Act, and may not be offered or sold in the United States or to, or for the account or
benefit of, U.S. persons (as such terms are defined in Regulation S
under the 1933 Act) absent registration or an applicable exemption
from the registration requirements.
About Radient
Radient extracts natural compounds from a range of biological
materials using microwave assisted processing ("MAP™"), a patented
technology platform which provides superior customer outcomes in
terms of ingredient purity, yield, and cost. From its 20,000 square
foot manufacturing plant in Edmonton,
Alberta, Radient serves market leaders in industries that
include pharmaceutical, food, beverage, natural health and personal
care markets. Since 2016, Radient has expanded its offerings to
enter the cannabinoids market utilizing its MAP™ platform to
process and extract cannabinoids including cannabidiol and
tetrahydrocannabinol from cannabis biomass.
The Company, having received its Dealer's License from Health
Canada's Office of Controlled Substances for its Research &
Development Laboratory located at 8223 Roper Road in February 2018, is in the review phase of its
application to the Office of Medical Cannabis for the ACMPR
Production License (the "ACMPR License") for its
manufacturing facility located at 4035 101 St NW in Edmonton.
Approval of the ACMPR License is dependent upon, among other
things, security upgrades included in the Company's previously
announced plant expansion and optimization project, scheduled for
completion in the 2nd half of 2018. The Company's application to
the Office of Controlled Substances for a Dealer's License for its
manufacturing facility is also currently under review.
Visit www.radientinc.com for more information.
This press release contains "forward-looking information"
within the meaning of applicable Canadian securities legislation.
Forward-looking information includes, without limitation,
statements regarding the completion of the Upsized Offering and the
Private Placement and the use of proceeds thereof. Generally,
forward-looking information can be identified by the use of
forward-looking terminology such as "plans", "expects" or "does not
expect", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate", or
"believes", or variations of such words and phrases or state that
certain actions, events or results "may", "could", "would", "might"
or "will be taken", "occur" or "be achieved". Forward-looking
information is subject to known and unknown risks, uncertainties
and other factors that may cause the actual results, level of
activity, performance or achievements of Radient, as the case may
be, to be materially different from those expressed or implied by
such forward-looking information. Although Radient has attempted to
identify important factors that could cause actual results to
differ materially from those contained in 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 information 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 information. Radient does not undertake
to update any forward-looking information, except in accordance
with 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 Radient Technologies Inc.