VIQ Solutions Inc. ("VIQ", "VIQ Solutions" or the
"Company") (TSX and Nasdaq: VQS), a global provider of
secure, AI-driven, digital voice and video capture technology and
transcription services, today announces that the Company has
entered into a senior secured loan with Beedie Investments Ltd.
(the "Lender"), pursuant to which the Lender will make
available up to US$15 million to the Company (the "Loan"),
pursuant to the terms of a credit agreement by and among the
Company and the Lender (the "Credit Agreement").
US$12 million of the Loan has been advanced to the Company as an
initial advance (the "Initial Advance"), with an additional
US$3 million available to the Company to be drawn in subsequent
advances in a minimum of US$1 million tranches (each, a
"Subsequent Advance").
"We’re excited to kick off the new year with this announcement
and begin our partnership with Beedie Capital, a renowned firm with
a stellar reputation and track record for value-added
collaboration. This new facility is a significant step forward for
VIQ Solutions. It extends the term of our lending base and provides
additional capacity to fuel our future growth while allowing us to
continue to execute on our operational plans to drive margin
expansion in digital documentation globally," said Sebastien Paré,
VIQ's Chief Executive Officer.
"We are proud to partner with VIQ Solutions as they continue to
scale one of the leading international platforms in digital
documentation," said David Bell, Managing Director at Beedie
Capital. "We believe VIQ Solutions’ technology is a significant
differentiator in an industry and vertical that still operates very
traditionally and we are excited for the opportunity to help them
drive growth through innovation."
Terms of the Credit Agreement and Warrant Issuance
The Company currently intends to use the proceeds of the Initial
Advance as follows: (i) approximately US$9 million to refinance all
existing senior debt; (ii) approximately US$2 million for working
capital, and (iii) approximately US$1 million for permitted growth
initiatives. The Subsequent Advances will be used by the Company
for business acquisitions or growth initiatives, unless otherwise
agreed by the Lender.
The amount outstanding under the Loan will bear interest at
12.5% per annum, comprised of cash interest of 9.5% per annum,
calculated and paid monthly, and paid-in-kind interest will be
charged at a rate of 3.0% per annum, compounded monthly and added
to the outstanding principal amount of the Loan. A standby fee will
be charged monthly at a rate of 1.5% per annum on the undrawn
amount of the standby facility. The Company paid a commitment fee
of 1.5% of the Loan. The Lender has also been granted a board
observer right.
In connection with the initial advance under the Loan, the
Company has issued 7,968,750 common share purchase warrants (each,
a "Warrant") to the Lender. Each Warrant is exercisable to
purchase one common share of the Company (each, a "Warrant
Share") at an exercise price of US$0.256 per Warrant Share. The
Warrants expire on January 16, 2030. In addition, the Company has
agreed to issue additional common share purchase warrants (each, a
"Subsequent Warrant") in connection with the Subsequent
Advances, with such number of Warrants to be equal to 17% of the
amount of such Subsequent Advance divided by the exercise price of
such Subsequent Warrants. The Subsequent Warrants are to have an
exercise price equal to the 5-day volume weighted average price of
the Company’s common shares immediately prior to the earlier of:
(i) the announcement of the applicable Subsequent Advance, and (ii)
the funding of the applicable Subsequent Advance. The Subsequent
Warrants will expire seven years from the date of issuance.
The Loan will be secured against all of the assets and property
of the Company and certain subsidiaries pursuant to a general
security agreement. The transaction contemplated by the Credit
Agreement has been conditionally approved by the Toronto Stock
Exchange.
SenaHill served as exclusive financial advisor for VIQ Solutions
and Dentons Canada LLP acted as legal advisors.
A copy of the Credit Agreement will be available under the
Company's profile on SEDAR at www.sedar.com.
No securities regulatory authority has either approved or
disapproved of the contents of this press release. This press
release is for information purposes only and shall not constitute
an offer to sell or the solicitation of an offer to buy, nor shall
there be any sale of these securities in any state or jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any
such state or jurisdiction.
For more information about VIQ, please visit
viqsolutions.com.
About VIQ Solutions
VIQ Solutions is a global provider of secure, AI-driven, digital
voice and video capture technology and transcription services. VIQ
offers a seamless, comprehensive solution suite that delivers
intelligent automation, enhanced with human review, to drive
transformation in the way content is captured, secured, and
repurposed into actionable information. The cyber-secure, AI
technology and services platform are implemented in the most rigid
security environments including criminal justice, legal, insurance,
government, corporate finance, media, and transcription service
provider markets, enabling them to improve the quality and
accessibility of evidence, to easily identify predictive insights
and to achieve digital transformation faster and at a lower
cost.
Forward-Looking Statements
Certain statements included in this news release constitute
forward-looking statements or forward-looking information
("forward-looking statements") under applicable securities
legislation. Such forward-looking statements are provided for the
purpose of providing information about management's current
expectations and plans relating to the future. Readers are
cautioned that reliance on such information may not be appropriate
for other purposes.
Forward-looking statements typically contain statements with
words such as "anticipate", "believe", "expect", "plan", "intend",
"estimate", "propose", "project" or similar words suggesting future
outcomes or statements regarding an outlook. Forward-looking
statements in this news release include, but are not limited to,
those statements with respect to the intended use of proceeds, the
ability of the Company to access the standby facility and the
issuance of the Subsequent Warrants. Forward-looking statements are
based on several factors and assumptions which have been used to
develop such statements and information, but which may prove to be
incorrect. Although VIQ believes that the expectations reflected in
such forward-looking statements are reasonable, undue reliance
should not be placed on forward-looking statements because VIQ can
give no assurance that such expectations will prove to be correct.
In addition to other factors and assumptions which may be
identified in this news release, assumptions have been made
regarding, among other things, the Company’s business plans and
goals. Readers are cautioned that the foregoing list is not
exhaustive of all factors and assumptions that have been used.
Forward-looking statements are necessarily based on a number of
opinions, assumptions and estimates that, while considered
reasonable by the Company as of the date of this news release, are
subject to known and unknown risks, uncertainties, assumptions and
other factors that may cause the actual results, level of activity,
performance or achievements to be materially different from those
expressed or implied by such forward-looking statements, including
but not limited to the factors described in greater detail in the
"Risk Factors" section of the Company’s annual information form
dated March 31, 2022 and in the Company’s other materials filed
with the Canadian securities regulatory authorities and the U.S.
Securities and Exchange Commission from time to time, available at
www.sedar.com and www.sec.gov, respectively. These factors are not
intended to represent a complete list of the factors that could
affect the Company; however, these factors should be considered
carefully. There can be no assurance that such estimates and
assumptions will prove to be correct. The forward-looking
statements contained in this news release are made as of the date
of this news release, and the Company expressly disclaims any
obligation to update or alter any forward-looking statements, or
the factors or assumptions underlying them, whether as a result of
new information, future events or otherwise, except as required by
law.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230116005572/en/
For additional information:
Media: Laura Haggard Chief Marketing Officer VIQ
Solutions Inc. Phone: (800) 263-9947 Email:
marketing@viqsolutions.com
Investor Relations: Laura Kiernan High Touch Investor
Relations Ph. 1-914-598-7733 Email: viq@htir.net
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