Acceleware Announces Closing of a Second Non-Brokered Private Placement of 10% Unsecured Convertible Debentures
05 April 2022 - 03:25PM
Acceleware Ltd. (“Acceleware”) (TSXV: AXE), a Canadian clean-tech
innovator of radio frequency (RF) heating technologies today
announced that it has closed its second non-brokered private
placement of 10% unsecured convertible debentures due 2026 (the
“Debentures”), for gross proceeds of $715,000 (the “Private
Details of the Private
Each Debenture matures four years after the
issue date and is convertible into units of Acceleware at a
conversion price of $0.80. If Acceleware subsequently sells common
shares (or securities that are convertible into or exchangeable for
common shares) at a lower purchase (or conversion) price, the
conversion price of the Debentures will be adjusted downward to the
subsequent purchase (or conversion) price, subject to a minimum
conversion price of $0.72 and other applicable policies of the TSX
Venture Exchange, and provided the Debenture holder converts the
Debenture within 15 days of the announcement of the subsequent
offering. In addition, no earlier than four months and one day
after the issue date of the Debentures, but before the Debentures
become due, Acceleware has the right, at its sole discretion, to
require the conversion of the Debentures into common shares if, at
any time, the 30-day volume weighted-average trading price of the
common shares on the TSX Venture Exchange equals or exceeds $1.04.
Accrued interest on each Debenture is convertible into units of
Acceleware subject to the review and approval of the TSX Venture
Exchange when exercised.
Each unit consists of one common share and
one-half of one common share purchase warrant. Each whole warrant
entitles the holder to acquire one common share, at an exercise
price equal to 200% of the conversion price of the Debentures, for
a 24-month period following the distribution of the Debentures.
Acceleware intends to use the net proceeds of
the Private Placement to fund the further development and testing
of Acceleware’s RF heating technology (RF XL and the Clean Tech
Inverter) and for general corporate purposes. A finder’s fee of
$20,000 was paid on a portion of the proceeds raised. No finder’s
fee was paid on any proceeds raised from insiders of Acceleware.
Purchasers of the Debentures will be subject to a four-month hold
period in accordance with securities legislation.
Certain insiders of Acceleware participated in
the Private Placement, meaning the Private Placement was a related
party transaction within the meaning of Multilateral Instrument
61-101 Protection of Minority Security Holders in Special
Transactions. Acceleware relied on the exemptions from the
valuation and minority shareholder approval requirements in that
instrument to complete the Private Placement.
Acceleware (www.acceleware.com) is an innovator
of clean-tech oil and gas technologies comprised of two business
units: Radio Frequency (RF) Enhanced Oil Recovery and Seismic
Acceleware is developing RF XL, its patented and
patent-pending low-cost, low-carbon production technology for heavy
oil and oil sands that is materially different from any heavy oil
recovery technique used today. Acceleware's vision is that
electrification of heavy oil and oil sands production can be made
possible through RF XL, supporting a transition to much cleaner
energy production that can quickly bend the emissions curve
downward. Further, Acceleware’s RF XL technology could be a key
component of an end-to-end integrated carbon management system that
can eliminate greenhouse gas (GHG) emissions associated with heavy
oil and oil sands production, whether for fossil fuels, or for
future clean bitumen by-products such as petrochemicals, carbon
fibre, and blue or green hydrogen production. RF XL uses no water,
requires no solvent, has a small physical footprint, can be
redeployed from site to site, and can be applied to a multitude of
reservoir types. In shallow oil sands implementations, no tailings
ponds will be required. Acceleware is currently undertaking a
commercial pilot test of its RF XL technology in Marwayne, Alberta,
intended to validate RF XL’s technological capabilities, economic
viability, as well as its decarbonization potential for heavy oil
and oil sands production.
Acceleware has partnered with Saa Dene Group
(co-founded by Jim Boucher) to create
Acceleware | Kisâstwêw to raise the profile, adoption,
and value of Acceleware technologies. The shared vision of the
partnership is to improve the environmental and economic
performance of the energy sector by supporting ideals that are
important to Indigenous peoples, including respect for land, water,
and clean air.
Acceleware’s seismic imaging software solutions
are state-of-the-art for high fidelity imaging, providing the most
accurate and advanced imaging available for oil exploration in
complex geologies. Acceleware is a public company listed on
Canada’s TSX Venture Exchange under the trading symbol “AXE”.
This press release contains “forward-looking
information” within the meaning of securities legislation.
Forward-looking information generally means information about an
issuer’s business, capital, or operations that is prospective in
nature, and includes disclosure about the issuer’s prospective
financial performance or financial position.
The forward-looking information in this press
release can be identified by the terms “expects”, “intends”, and
derivatives thereof, and includes information about the proposed
use of proceeds of the Private Placement.
Actual results may vary from the forward-looking
information in this press release due to certain material risk
factors. These risk factors are described in detail in Acceleware’s
continuous disclosure documents, which are filed on SEDAR at
Acceleware assumes no obligation to update or
revise the forward-looking information in this press release unless
it is required to do so under securities legislation.
Neither the 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.
For further information:
Geoff Clark, CEOTel: +1 (403)
email@example.comAcceleware Ltd.435 10th Avenue
SECalgary, AB, T2G 0W3 CanadaTel: +1 (403)
Historical Stock Chart
From Feb 2023 to Mar 2023
Historical Stock Chart
From Mar 2022 to Mar 2023