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Bioteq Environmental Technologies Inc
Symbol BQE
Shares Issued 69,966,672
Close 2013-12-10 C$ 0.07
Market Cap C$ 4,897,667
Recent Sedar Documents

Bioteq files final prospectus for rights offering

2013-12-10 20:38 ET - News Release

Mr. Jonathan Wilkinson reports

BIOTEQ FILES FINAL PROSPECTUS FOR $1.2M RIGHTS OFFERING

Bioteq Environmental Technologies Inc. has filed its final short form prospectus in respect of a rights offering. Under the offering, Bioteq expects to raise gross proceeds of approximately $1.2-million. The proceeds from the offering will be used to finance operating expenses and other general working capital needs as the company progresses toward its target of becoming cash flow positive from operations in the second half of 2014.

Under the terms of the offering, registered shareholders of record as of Dec. 20, 2013, who are resident in qualifying jurisdictions will receive rights to subscribe for common shares in the capital of Bioteq. Eligible shareholders will receive one right for each common share held as at the record date. Each whole right entitles an eligible shareholder to acquire 0.34302 rights share (meaning that the exercise of every 2.915 rights will entitle the holder to acquire one whole rights share) at a price of five cents per each whole rights share prior to Jan. 21, 2014.

In support of the offering, the company has entered into a standby purchase agreement with Richard Hubbard, a shareholder of the company, under which Mr. Hubbard has agreed to exercise his rights to acquire rights shares pursuant to the offering and to purchase from the company any rights shares that are not otherwise subscribed for by other shareholders under the offering.

In consideration for Mr. Hubbard agreeing to subscribe for the standby shares, Mr. Hubbard will be entitled to a cash fee at the closing of the offering equal to 4 per cent of the gross proceeds of the offering, being $48,000, and warrants to purchase an additional number of common shares equal to 4 per cent of the total number of rights shares to be issued under the terms of the offering, being 685,714 common shares. The warrants are exercisable for a two-year period at an exercise price of seven cents per common share. Mr. Hubbard is entitled to the standby fee regardless of the number of standby shares that he actually purchases pursuant to the offering. Shareholders should refer to the final prospectus in respect of the offering dated Dec. 10, 2013, for further details regarding Hubbard's standby commitment and his resulting shareholdings in Bioteq.

The offering is being made to shareholders in all provinces of Canada, other than Quebec, and shareholders in the United Kingdom and Switzerland. Shareholders in other jurisdictions will not receive rights, which will instead be issued to Computershare Trust Company of Canada, as subscription agent for on and behalf of the ineligible shareholders, and sold for the benefit of such ineligible holders, as described in greater detail in the final prospectus. Ineligible holders will be mailed a letter with instructions on how they may request to receive and exercise their rights, if, in the company's sole discretion, such ineligible holders are qualified to do so in reliance on exemptions from the prospectus or registration requirements of their local jurisdictions, as described in greater detail in the final prospectus.

Beneficial shareholders who hold common shares through a securities dealer, broker, bank, trust corporation or other nominee will not receive a rights certificate and will need to contact their participant in order to exercise their rights. Beneficial shareholders should contact their participant to determine how their rights may be exercised well in advance of the expiry date to confirm what steps are required. Participants may have an earlier deadline for receipt of instructions and payment than the expiry date.

Further details concerning the rights offering are contained in the final prospectus, which has been filed on SEDAR.

The offering remains subject to the final approval of the Toronto Stock Exchange.

We seek Safe Harbor.

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