08:39:30 EDT Fri 03 May 2024
Enter Symbol
or Name
USA
CA



Robix Environmental Technologies Inc
Symbol RZX
Shares Issued 58,409,745
Close 2017-04-03 C$ 0.23
Market Cap C$ 13,434,241
Recent Sedar Documents

Robix arranges $2M rights, $6M debenture offerings

2017-04-04 14:56 ET - News Release

Mr. Nathan Hansen reports

ROBIX ENTERS INTO ENGAGEMENT LETTERS FOR RIGHTS OFFERING AND DEBENTURE PRIVATE PLACEMENT; AND GRANTS OPTIONS

Robix Environmental Technologies Inc. has entered into two engagement letters with Mackie Research Capital Corp. (MRCC) with respect to a proposed rights offering and private placement of debentures, as described below.

Rights offering

Robix has entered into an engagement letter with MRCC, pursuant to which Robix would offer rights, on a broker-led basis, to holders of its common shares of record as a date to be determined by Robix and MRCC. Pursuant to the rights offering, each holder of common shares would receive one transferable right for each common share held as of the record date. The rights, in an amount to be determined by the corporation and MRCC, would entitle the holder thereof to subscribe for one unit of Robix, upon payment of the subscription price per unit until 4:30 p.m. ET on the expiry date. Each unit will consist of one common share and one common share purchase warrant, with each warrant entitling the holder to purchase an additional common share until the date that is three years from the closing of the rights offering, at a price of 25 cents per common share for the period up to six months from the closing of the rights offering, and at a price of 50 cents per common share for the period following six months from the closing to the date that is three years from the closing of the rights offering. In addition, in the event that, at any time after the date that is six months following the closing of the rights offering, the closing price of the common shares on the Canadian Securities Exchange is at least 75 cents for a minimum of 20 consecutive trading days (whether or not trading occurs on such days), the corporation may, in its sole discretion, provide written notice to the holders that the exercise period has been reduced to 30 days following delivery of such notice.

Pursuant to the rights offering, Robix intends to raise gross proceeds of a minimum of $1-million and a maximum of $2-million. The subscription price to be paid to subscribe for one unit under the rights offering will be determined by Robix and MRCC in the context of the market before Robix's rights offering circular is filed. Shareholders who fully exercise their rights will be entitled to subscribe for additional units, if available, that were not subscribed for by other holders of rights prior to the expiry time. Robix intends to use the net proceeds of the rights offering to finance further development on Robix's technology and for general working capital purposes.

The rights will be offered to shareholders resident in each province and territory of Canada. Accordingly, and subject to the detailed provisions of the circular, rights certificates will not be mailed to shareholders resident outside of the eligible jurisdictions.

Robix expects to receive standby commitments to subscribe for such number of units offering under the rights offering that are not otherwise purchased in the amount of up to $875,000, $500,000 of which standby commitment has been agreed to by MRCC under the engagement letter. In connection with the rights offering, MRCC will be paid a corporate finance fee, a cash commission of 8 per cent of the gross proceeds of the rights offering (excluding the amount purchased by MRCC under the standby commitment), plus options exercisable to purchase units at an exercise price of 20 cents per unit for a period of 24 months from the closing of the rights offering, in an amount equal to 25 per cent of the aggregate number of units issued for proceeds of up to $500,000, and equal to 10 per cent of the remaining aggregate number of units issued in the rights offering.

Further details of the rights offering will be released by Robix and will be set out in the rights offering circular and the rights offering notice, which will be filed under the corporation's profile on SEDAR.

Debenture offering

Robix has also entered into an engagement letter with MRCC, under which MRCC will act as Robix's agent to use its best efforts to sell, on a private placement basis, senior secured non-convertible debentures in the principal amount of up to $6-million. The debentures will bear interest at such rate to be determined in the context of the market and will mature on June 30, 2020. The debentures may be redeemed by the corporation prior to June 30, 2019, in the event of a change of control, and after June 30, 2019, on 30-day prior written notice, at a price equal to 104 per cent of the principal amount of such debenture, plus all accrued and unpaid interest. In addition, in the event of a change of control, the holders of the debentures will have the right to require the corporation to repurchase their debentures at a price equal to 101 per cent of the principal amount of such debenture, plus all accrued and unpaid interest, and if 90 per cent or more of the principal amount of the debentures has been tendered for repurchase, the corporation will have the right to redeem all of the remaining debentures at the same price.

In connection with the debenture offering, MRCC will be paid a cash commission of 5 per cent of the gross proceeds of the debenture offering, plus warrants exercisable to purchase common shares at an exercise price to be determined between Robix and MRCC for a period of 24 months from the closing date of the debenture offering, in an amount equal to 5 per cent of the aggregate number of debentures issued in the debenture offering.

The debenture offering is expected to close on or about April 30, 2017. For further details on the debenture offering, please contact the corporation. All securities issued in connection with the debenture offering will be subject to a hold period of four months from the date of closing. The net proceeds from the debenture offering will be used for working capital and general corporate purposes.

Option grant

Robix, subject to regulatory approval, has also granted incentive stock options to purchase a total of 350,000 common shares at an exercise price of 23 cents per common share to consultants of Robix. The options will expire on April 4, 2020, in accordance with the corporation's stock option plan.

About Robix Environmental Technologies Inc.

Robix is focused on the worldwide market for oil containment, recovery and cleaning equipment specifically for the oil spill protection, oil production, and water cleaning and purification industries.

We seek Safe Harbor.

© 2024 Canjex Publishing Ltd. All rights reserved.