Clear Blue Technologies International Inc. ("Clear Blue" or the
"Company") (TSXV: CBLU) (FRANKFURT: 0YA) (OTCQB: CBUTF), announces
that it has concluded a renewal and extension of its loan with BDC
Capital. Concurrently, the Company is very pleased to announce that
the holders of its 10% convertible debentures issued in Q4 of 2021
have also agreed to renew and amend the terms of the debentures.
Together these two items provide a significant improvement in
working capital for Clear Blue and further position the company for
positive cashflow going forward.
-
Strategic Support from BDC CapitalClear Blue is
pleased to announce it has concluded an agreement with BDC Capital
to renew its commercial loan for a three-year term, ending in July
2026. BDC is the primary lender and supporter of Clear Blue and has
provided strong support to the company in both equity and debt
financings. As part of this agreement, the existing $3 million loan
has a renewed three-year payment schedule and an extension of the
term of the loan to July 2026.BDC Capital has additionally entered
into a debt settlement agreement with the Company to settle
aggregate indebtedness of $343,000 owed by the Company in exchange
for the issuance of 4.9 million common shares of the Company at a
price per common share of $0.07 (the "Shares for Debt
Transaction"), being slightly higher than $0.04, the closing price
of the Company's common shares on September 13, 2023.The completion
of the Shares for Debt Transaction is subject to a number of
conditions, including the approval of the TSX Venture Exchange (the
"TSXV"). All securities issued pursuant to the Shares for Debt
Transaction will be subject to a hold period of four months and one
day from the date of issuance in accordance with applicable
securities legislation.
-
Extension and Amendments to the 2021 Convertible
DebenturesIn October & November of 2021, the Company
issued 4-year convertible debentures with a total principal value
of $4,334,000 (the "Debentures"). Clear Blue is pleased to announce
that the holders of the Debentures have agreed to extend and amend
the Debentures on the following terms:
- The maturity
date of the Debentures is extended from October 27, 2025 to October
27, 2026;
- The interest
rate payable twice a year remains unchanged at 10% per annum;
- The conversion
price of the Debentures is decreased from $0.40 to $0.15;
- The exercise
price of the common share purchase warrants forming part of the
units issuable on conversion of the Debentures (the "Warrants") is
decreased from $0.60 to $0.25;
- The term of the
Warrants is extended from 48 months to 60 months; and
- The forced
conversion price of the Debentures is decreased from when the daily
VWAP of the Company's common shares is greater than $1.20 for any
10 consecutive trading days to when the daily VWAP of the Company's
common shares is greater than $0.90 for any 10 consecutive trading
days.
- No other terms
of the Debentures are proposed to be amended. The proposed
amendments do not entail new funds being received by the Company.
The proposed amendments are subject to all required third party
approvals including, without limitation, the approval of the TSXV.
The Company will issue a further news release upon receipt of the
approval of the TSXV.
Said Miriam Tuerk, CEO of Clear Blue,
“Collectively the above arrangements result in significant
improvements in working capital for the company in the short term
as well as providing a strong long-term plan to ensure the Company
has access to capital as its bookings and revenue continues to
build.”
This news release does not constitute an offer
to sell or a solicitation of an offer to buy any of the securities
described in this news release. Such securities have not been, and
will not be, registered under the U.S. Securities Act, or any state
securities laws, and, accordingly, may not be offered or sold
within the United States, or to or for the account or benefit of
persons in the United States or “U.S. Persons”, as such term is
defined in Regulation S promulgated under the U.S. Securities Act,
unless registered under the U.S. Securities Act and applicable
state securities laws or pursuant to an exemption from such
registration requirements.
For more information,
contact:
Miriam Tuerk, Co-Founder and CEO
+1 416 433 3952
investors@clearbluetechnologies.com
www.clearbluetechnologies.com/en/investors
Nikhil Thadani, Sophic Capital+1 437 836
9669Nik@SophicCapital.com
About Clear Blue Technologies
International
Clear Blue Technologies International, the Smart
Off-Grid™ company, was founded on a vision of delivering clean,
managed, “wireless power” to meet the global need for reliable,
low-cost, solar and hybrid power for lighting, telecom, security,
Internet of Things devices, and other mission-critical systems.
Today, Clear Blue has thousands of systems under management across
37 countries, including the U.S. and Canada. (TSXV: CBLU) (FRA:
0YA) (OTCQB: CBUTF)
Legal Disclaimer
Neither TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Forward-Looking
Statement
This press release contains certain
"forward-looking information" and/or "forward-looking statements"
within the meaning of applicable securities laws. Such
forward-looking information and forward-looking statements are not
representative of historical facts or information or current
condition, but instead represent only Clear Blue’s beliefs
regarding future events, plans or objectives, many of which, by
their nature, are inherently uncertain and outside of Clear Blue's
control. Generally, such forward-looking information or
forward-looking statements can be identified by the use of
forward-looking terminology such as "plans", "expects" or "does not
expect", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate", or
"believes", or variations of such words and phrases or may contain
statements that certain actions, events or results "may", "could",
"would", "might" or "will be taken", "will continue", "will occur"
or "will be achieved". The forward-looking information contained
herein may include, but is not limited to, information concerning
financial results and future upcoming contracts.
By identifying such information and statements
in this manner, Clear Blue is alerting the reader that such
information and statements are subject to known and unknown risks,
uncertainties and other factors that may cause the actual results,
level of activity, performance or achievements of Clear Blue to be
materially different from those expressed or implied by such
information and statements.
An investment in securities of Clear Blue is
speculative and subject to several risks including, without
limitation, the risks discussed under the heading "Risk Factors" in
Clear Blue's listing application dated July 12, 2018. Although
Clear Blue has attempted to identify important factors that could
cause actual results to differ materially from those contained in
the forward-looking information and forward-looking statements,
there may be other factors that cause results not to be as
anticipated, estimated or intended.
In connection with the forward-looking
information and forward-looking statements contained in this press
release, Clear Blue has made certain assumptions. Although Clear
Blue believes that the assumptions and factors used in preparing,
and the expectations contained in, the forward-looking information
and statements are reasonable, undue reliance should not be placed
on such information and statements, and no assurance or guarantee
can be given that such forward-looking information and statements
will prove to be accurate, as actual results and future events
could differ materially from those anticipated in such information
and statements. The forward-looking information and forward-looking
statements contained in this press release are made as of the date
of this press release. All subsequent written and oral
forward-looking information and statements attributable to Clear
Blue or persons acting on its behalf is expressly qualified in its
entirety by this notice.
This news release does not constitute an offer
to sell or a solicitation of an offer to buy any of the securities
described in this news release. Such securities have not been, and
will not be, registered under the U.S. Securities Act, or any state
securities laws, and, accordingly, may not be offered or sold
within the United States, or to or for the account or benefit of
persons in the United States or “U.S. Persons”, as such term is
defined in Regulation S promulgated under the U.S. Securities Act,
unless registered under the U.S. Securities Act and applicable
state securities laws or pursuant to an exemption from such
registration requirements.
Clear Blue Technologies (TSXV:CBLU)
Historical Stock Chart
From May 2024 to Jun 2024
Clear Blue Technologies (TSXV:CBLU)
Historical Stock Chart
From Jun 2023 to Jun 2024