08:30:08 EDT Sat 04 May 2024
Enter Symbol
or Name
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Baylin Technologies Inc
Symbol BYL
Shares Issued 80,375,693
Close 2023-05-25 C$ 0.37
Market Cap C$ 29,739,006
Recent Sedar Documents

Baylin mails solicitation material to debenture holders

2023-05-25 17:42 ET - News Release

Ms. Kelly Myles reports

BAYLIN ANNOUNCES FILING OF SOLICITATION MATERIALS SEEKING APPROVAL FOR AMENDMENTS TO ITS CONVERTIBLE DEBENTURES

The consent and proxy solicitation materials, in which Baylin Technologies Inc. is seeking approval of the holders of its 6.5 per cent extendible convertible unsecured debentures due July 10, 2023, to amend the indenture governing the debentures dated July 10, 2018, have been mailed to holders of the debentures and filed under the company's SEDAR profile.

The amendments (if approved by the holders) would (i) extend the maturity date of the debentures from July 10, 2023, to June 30, 2026, (ii) increase the interest rate on the debentures from 6.5 per cent to 8.5 per cent, effective June 30, 2023, (iii) reduce the conversion price of the debentures from $3.85 to $1.00 per common share of the company, and (iv) amend the definition of change of control to permit the company's chairman, Jeffrey C. Royer, and related parties to acquire 66.67 per cent or more of the common shares of the company without it constituting a change of control.

In order for the amendments to become effective, the company must obtain the written consent of debentureholders representing at least 66.67 per cent of the $5,115,000 principal amount of the outstanding debentures or the approval of debentureholders representing at least 66.67 per cent of the principal amount of the debentures present in person or represented by proxy at a meeting of holders of the debentures, which has been called for June 20, 2023. Further details regarding the solicitation can be found in the solicitation materials.

The company has also today provided formal notice to holders of the debentures of its intention to elect to repay the principal amount of the debentures on their July 10, 2023, maturity date in common shares of the company at a price equal to 95 per cent of their then current market price, as it is entitled to do under the terms of the indenture.

The common share repayment right is effectively conditional on the outcome of the solicitation. If the amendments are approved and become effective before July 10, 2023, the company will not proceed with the common share repayment right and it will be deemed to have been withdrawn. If the amendments are not approved, the company will proceed with the common share repayment right and repay the debentures in common shares in accordance with the terms of the indenture.

About Baylin Technologies Inc.

Baylin is a diversified global wireless technology company. The company focuses on the research, design, development, manufacture, and sale of passive and active radio-frequency products, satellite communications products, and supporting services.

We seek Safe Harbor.

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