CALGARY, AB, April 20, 2021 /CNW/ - Gear Energy Ltd.
("Gear" or the "Company") (TSX: GXE) is pleased to
announce that upon redemption of its currently outstanding 7.0%
Convertible Unsecured Subordinated Debentures due November 30, 2023 (the "Debentures")
common shares of the Company (the "Common Shares") will be
issued to satisfy the principal amount of the Debentures based on a
price of $0.49 per Common Share (the
"Redemption Issuance Price"). As a result, holders of
Debentures who have not elected to convert their Debentures prior
to the Redemption Date will receive approximately 2,041 Common
Shares for each $1,000 principal
amount of Debentures. As set out in the previously issued press
release and notice of redemption, the redemption date of the
Debentures will be April 26, 2021
(the "Redemption Date"). The accrued and unpaid interest on
the Debentures up to (but excluding) the Redemption Date shall be
paid in cash.
Pursuant to the terms of the Debentures, the Redemption Issuance
Price was calculated based on 95% of the volume weighted average
trading price of the Common Shares on the Toronto Stock Exchange
(the "TSX") for the 20 consecutive trading days ending on
April 19, 2021.
Each holder will have the right to convert their Debentures into
Common Shares at a conversion price of $0.32 per Common Share (the "Conversion
Price") at any time on or prior to April
23, 2021. A holder electing to convert the principal amount
of their Debentures will receive 3,125 Common Shares for each
$1,000 principal amount of Debentures
converted plus a cash payment for accrued unpaid interest up to,
but excluding, the Conversion Date.
No fractional shares will be issued on redemption or conversion
but, in lieu thereof, the Company shall pay the cash equivalent
thereof determined on the basis of the current market price of the
Common Shares on the Redemption Date or conversion date, as
applicable (less any tax required to be deducted, if any).
As the Debentures were issued in "book-entry only" form and
are held by CDS Clearing and Depository Services Inc., beneficial
holders of Debentures must contact their broker, dealer, bank,
trust company or other nominee to exercise their right to convert
their Debentures. Beneficial holders who intend to convert their
Debentures should ensure that they contact their broker, dealer,
bank, trust company or other nominee well in advance of the
Redemption Date to ensure that they understand the procedure
required to exercise their right of conversion. All holders of
Debentures who fail to deliver a notice of conversion on or prior
to April 23, 2021 (or such other
earlier time as may be indicated by their broker, dealer, bank,
trust company or other nominee) shall have their Debentures
redeemed on the Redemption Date and shall receive that number of
Common Shares obtained by dividing the Redemption Price by the
Redemption Issuance Price.
All amounts in this press release are in Canadian dollars unless
otherwise identified.
SOURCE Gear Energy Ltd.