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EDMONTON, July 31, 2018 /CNW/ - Radient Technologies Inc.
("Radient", or the "Company") (TSX-V: RTI) is pleased
to announce that it has closed the bought deal equity financing
initially announced June 28, 2018
(the "Offering"). The Company issued 20,700,000 units
(the "Units") of the Company (which includes 2,700,000
common shares issued pursuant to the exercise in full of the
over-allotment option) at a price of $1.20 per Unit (the "Offering Price") for
aggregate gross proceeds of $24,840,000 (the "Offering").
Each Unit consists 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 is exercisable to acquire one
additional common share (a "Warrant Share") of the Company
for a period of two years from the closing date at an exercise
price of $1.50 per Warrant Share. If,
at any time following the issuance of and 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 then outstanding 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 Offering was underwritten by 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").
In connection with the Offering, the Company has paid the
Underwriters a cash commission equal to 6% of the gross proceeds
from the Offering (the "Underwriters' Fee"). In addition to
the Underwriters' Fee, the Company has issued to the Underwriters
compensation options (the "Compensation Options"),
exercisable at the Offering Price to purchase 6% of the aggregate
number of Units sold.
The proceeds of the 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.
The Company has also closed the first tranche of its previously
announced non-brokered private placement (the "Private
Placement") through the issuance of an additional 7,802,299
Units at the Offering Price for gross proceeds of an additional
$9,362,758.80 (the "First
Tranche"). Finder's fees totaling $458,747.93 cash and 382,290 finder warrants were
paid and issued by Radient in connection with the closing of the
First Tranche. The First Tranche may form part of a larger
non-brokered private placement of up to $15
million (which may be increased to up to $25 million with the consent of the Lead
Underwriter). The Company anticipates closing a final tranche
of the Private Placement in mid-August.
The Units and any underlying securities issued under or in
connection with, respectively, the Private Placement will be
subject to a statutory four month hold period which will expire
four months plus a day from the date of the closing of the Private
Placement.
The Chairman and the Chief Executive Officer of the Company
participated in the First Tranche and were issued an aggregate of
541,600 Units. Such participation in the Offering constitutes a
"related party transaction" as defined in Multilateral Instrument
61-101 – Protection of Minority Security Holders in Special
Transactions ("61-101"). The Private Placement is exempt
from the formal valuation and minority shareholder approval
requirements of 61-101 as neither the fair market value of the
securities issued to related parties nor the consideration for such
securities exceed 25% of the Company's market capitalization. The
Company did not file a material change report 21 days prior to
closing of the Private Placement as the participation of insiders
of the Company in the Private Placement had not been confirmed at
that time.
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
23,000 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 use of proceeds of the Offering and the
Private Placement, the approval of the Company's application for
the ACMPR License, the completion of the Company's plant expansion
and optimization project and the Company's plans. 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.