Mr. Roy Bonnell reports
ARGEX CLOSES BROKERED PRIVATE PLACEMENT OF CONVERTIBLE DEBENTURES
Argex Titanium Inc. has closed a brokered private placement of unsecured convertible debentures of the
corporation for gross proceeds of $7.5-million. Euro
Pacific Canada Inc. acted as the lead agent and sole
bookrunner for the private placement.
Roy Bonnell, president and chief executive officer of Argex, commented: "I am very pleased
that we were able to close this private placement quickly and
efficiently. The funds raised in this financing will propel the
corporation to the next level. Of significance, a majority of Argex
board members participated in this private placement and we are highly
encouraged by the support of our largest shareholder who invested $2-million."
The rate of interest on the debentures is 8 per cent per annum. Interest on the
debentures shall be paid quarterly in arrears from Sept. 30, 2014, and thereafter at the end of each quarter and on the maturity date,
which is June 30, 2019.
The debentures are convertible into common shares of the corporation
until the maturity date at the option of the
debentureholder at a conversion price of $1.14 per common share; this represents a conversion rate of approximately
877 common shares per $1,000 principal amount of debentures. The
corporation will use its best efforts to list the debentures on the
Toronto Stock Exchange after expiration of the four-month hold period on Oct. 31, 2014.
In connection with this private placement of debentures, the corporation
paid the agent a cash commission of $243,250. No warrants or broker
warrants were issued in connection with this private placement. The net
proceeds of the private placement will be used for the due diligence
costs associated with the corporation's financing of its first
industrial-sized commercial production facility to be located in
Valleyfield, Que., and for general working capital purposes.
As previously announced on June 18, 2014, certain insiders of the
corporation participated in the private placement and subscribed for an
aggregate principal amount of $2.08-million of debentures. Participation
of insiders of the corporation in the private placement constitutes a
related-party transaction as defined under Multilateral Instrument
61-101 -- protection of minority securityholders in special transactions (Regulation 61-101 respecting protection of minority securityholders in
special transactions in Quebec). The private placement is exempt from the
formal valuation and minority shareholder approval requirements of MI
61-101, as neither the fair market value of securities being issued to
insiders nor the consideration being paid by insiders will exceed 25 per cent of the corporation's market capitalization. The corporation did not
file a material change report 21 days prior to the closing of the
private placement as the details of the participation of insiders of
the corporation had not been confirmed at that time.
We seek Safe Harbor.
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