Radient Announces Closing of Bought Deal Financing Including Exercise in Full of Over-Allotment Option, for Gross Proceeds of $24.84M and Closing of the Initial Tranche of the Non-Brokered Private Placement Financing for Gross Proceeds of an Additional $9.36M
EDMONTON, July 31, 2018 /CNW/ – Radient Technologies Inc. (“Radient”, or the “Company”) (TSX-V: RTI) is pleased to announce that it has closed the bought deal equity financing initially announced June 28, 2018 (the “Offering”). The Company issued 20,700,000 units (the “Units”) of the Company (which includes 2,700,000 common shares issued pursuant to the exercise in full of the over-allotment option) at a price of $1.20 per Unit (the “Offering Price”) for aggregate gross proceeds of $24,840,000 (the “Offering”).
Each Unit consists of one common share in the capital of the Company (a “Common Share”) and one-half of one common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each Warrant is exercisable to acquire one additional common share (a “Warrant Share”) of the Company for a period of two years from the closing date at an exercise price of $1.50 per Warrant Share. If, at any time following the issuance of and prior to the expiry date of the Warrants, the volume weighted average price of Radient’s common shares exceeds $2.25 for 20 consecutive trading days, the Company may deliver a notice to the holders of Warrants then outstanding accelerating the expiry date of the Warrants to the date that is 30 days following the date of such notice (the “Accelerated Exercise Period”). Any unexercised Warrants shall automatically expire at the end of the Accelerated Exercise Period. The Warrants will not be listed for trading on the TSXV or any other public exchange.
The Offering was underwritten by a syndicate of underwriters led by Canaccord Genuity Corp. (the “Lead Underwriter”) and including GMP Securities L.P. and Laurentian Bank Securities Inc. (together with the Lead Underwriter, the “Underwriters”).
In connection with the Offering, the Company has paid the Underwriters a cash commission equal to 6% of the gross proceeds from the Offering (the “Underwriters’ Fee”). In addition to the Underwriters’ Fee, the Company has issued to the Underwriters compensation options (the “Compensation Options”), exercisable at the Offering Price to purchase 6% of the aggregate number of Units sold.
The proceeds of the Offering and the Private Placement (described below) will be used to upgrade the Company’s main Edmonton extraction line for dedicated hemp extraction and purification, for additional capacity in North America and/or Europe and for general corporate and working capital purposes.
The Company has also closed the first tranche of its previously announced non-brokered private placement (the “Private Placement”) through the issuance of an additional 7,802,299 Units at the Offering Price for gross proceeds of an additional $9,362,758.80 (the “First Tranche”). Finder’s fees totaling $458,747.93 cash and 382,290 finder warrants were paid and issued by Radient in connection with the closing of the First Tranche. The First Tranche may form part of a larger non-brokered private placement of up to $15 million (which may be increased to up to $25 million with the consent of the Lead Underwriter). The Company anticipates closing a final tranche of the Private Placement in mid-August.
The Units and any underlying securities issued under or in connection with, respectively, the Private Placement will be subject to a statutory four month hold period which will expire four months plus a day from the date of the closing of the Private Placement.
The Chairman and the Chief Executive Officer of the Company participated in the First Tranche and were issued an aggregate of 541,600 Units. Such participation in the Offering constitutes a “related party transaction” as defined in Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“61-101”). The Private Placement is exempt from the formal valuation and minority shareholder approval requirements of 61-101 as neither the fair market value of the securities issued to related parties nor the consideration for such securities exceed 25% of the Company’s market capitalization. The Company did not file a material change report 21 days prior to closing of the Private Placement as the participation of insiders of the Company in the Private Placement had not been confirmed at that time.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state of the United States in which such offer, solicitation or sale would be unlawful. The securities have not been registered under the 1933 Act, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons (as such terms are defined in Regulation S under the 1933 Act) absent registration or an applicable exemption from the registration requirements.
Radient extracts natural compounds from a range of biological materials using microwave assisted processing (“MAP™”), a patented technology platform which provides superior customer outcomes in terms of ingredient purity, yield, and cost. From its 23,000 square foot manufacturing plant in Edmonton, Alberta, Radient serves market leaders in industries that include pharmaceutical, food, beverage, natural health and personal care markets. Since 2016, Radient has expanded its offerings to enter the cannabinoids market utilizing its MAP™ platform to process and extract cannabinoids including cannabidiol and tetrahydrocannabinol from cannabis biomass.
The Company, having received its Dealer’s License from Health Canada’s Office of Controlled Substances for its Research & Development Laboratory located at 8223 Roper Road in February 2018, is in the review phase of its application to the Office of Medical Cannabis for the ACMPR Production License (the “ACMPR License”) for its manufacturing facility located at 4035 101 St NW in Edmonton. Approval of the ACMPR License is dependent upon, among other things, security upgrades included in the Company’s previously announced plant expansion and optimization project, scheduled for completion in the 2nd half of 2018. The Company’s application to the Office of Controlled Substances for a Dealer’s License for its manufacturing facility is also currently under review.
Visit www.radientinc.com for more information.
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