Nesscap Announces Renewal of Convertible Notes and Bridge Financing
09 April 2014 - 3:36AM
Marketwired
Nesscap Announces Renewal of Convertible Notes and Bridge Financing
SEOUL, SOUTH KOREA and TORONTO, ONTARIO--(Marketwired - Apr 8,
2014) - Nesscap Energy Inc. ("Nesscap") (TSX-VENTURE:NCE), a global
leader in research, development and manufacturing of ultracapacitor
products, announces that it has completed the renewal of the
Convertible Notes and bridge financing previously announced on
March 19, 2014.
Nesscap, I2BF Energy Inc. (I2BF) and Arbat Capital Group Ltd.
(Arbat) have renewed USD 5,829,333 of 12% Convertible Notes that
matured on February 28, 2014 on the following terms and conditions:
(i) the Convertible Notes have a maturity date of April 1, 2015;
(ii) the conversion price is CAD 0.10 per common share; and (iii)
the interest rate is 14% per annum.
I2BF has also provided bridge financing to Nesscap in an amount
of up to USD 2,000,000 (the Loan) on the following terms: (i) the
Loan has a maturity date of April 1, 2015; (ii) an initial tranche
of USD $1,000,000 was made available on April 4, 2014 and a second
tranche of up to US $1,000,000 will be made available in one or
more instalments with drawdown conditions to be mutually agreed;
(iii) the interest rate for the Loan is 10% per annum with such
interest to be accrued and payable together with the principal
amount on April 1, 2015; (vi) the Loan is unsecured and ranks
equally with other unsecured creditors of Nesscap; (v) prepayment
of principal and interest, in whole or in part, is permitted at any
time without premium or penalty; and (vi) outstanding principal and
accrued (but unpaid) interest of the loans must be repaid by
Nesscap upon completion of an equity financing in a minimum amount
of USD 20,000,000.
Nesscap also issued 2,943,733 common shares to I2BF in
connection with the advance of the Loan. These bonus shares were
issued at a deemed price of CAD 0.075 and are subject to resale
restrictions until August 5, 2014.
As a result of the transactions described above I2BF now
controls 57,984,597 common shares of Nesscap representing
approximately 25.6% of the issued and outstanding common shares
after the issuance of the bonus shares. If I2BF was to convert the
Convertible Note of Nesscap held by it, the combined control of
I2BF would represent a total of 89,990,555 common shares, or
approximately 34.7% of such shares outstanding after the issuance
of the bonus shares on a partially diluted basis, assuming only the
conversion of the Convertible Note held by I2BF. I2BF acquired such
bonus shares and Convertible Note for investment purposes and may
increase or decrease its position in Nesscap depending on, among
other factors, general market conditions.
Arbat now controls 20,993,710 common shares of Nesscap
representing approximately 9.2% of the issued and outstanding
common shares after the issuance of the bonus shares described
above. If Arbat was to convert the Convertible Note of Nesscap held
by it, the combined control of Arbat would represent a total of
52,999,668 common shares, or approximately 20.4% of such shares
outstanding after the issuance of the bonus shares on a partially
diluted basis, assuming only the conversion of the Convertible Note
held by Arbat. Arbat acquired such Convertible Note for investment
purposes and may increase or decrease its position in Nesscap
depending on, among other factors, general market conditions.
About Nesscap
Since its inception in 1999, Nesscap Energy Inc. has become an
award winning global leader in technology innovation and product
development of ultracapacitors. Attributes of the ultracapacitor
allow for the technology to be used in applications where power,
life cycle requirements, or environmental conditions limit the
suitability of batteries or capacitors. Nesscap products are
available in both cells and modules and are used to enhance the
performance of modern applications ranging from portable electronic
devices to high performance windmills and high-tech 'green' cars.
Nesscap features the widest array of standard commercial products
in the market from 3 farads to 6,200 farads with industry
recognized alternative organic electrolytes. Customers of the
Company include transportation, power, and consumer markets.
Technical and sales information can be found at
www.nesscap.com.
Neither the TSXV nor its Regulation Services Provider (as
that term is defined in the policies of the TSXV) has in any way
approved or disapproved of the contents of this press
release.
Forward-Looking Statements
Included in this news release are matters that constitute
"forward-looking" information within the meaning of Canadian
securities law. Such forward-looking statements may be identified
by words such as "plans", "proposes", "estimates", "intends",
"expects", "believes", "may" or words of a similar nature. There
can be no assurance that such statements will prove to be accurate.
Actual results and future events could differ materially from such
statements. Factors that could cause actual results to differ
materially include among others, regulatory risks, risk inherent in
foreign operations, commodity prices and competition. Most of these
factors are outside the control of the Company. All subsequent
forward-looking statements attributable to the Company or its
agents are expressly qualified in their entirety by these
cautionary comments. Except as otherwise required by applicable
securities statutes or regulation, the Company expressly disclaims
any intent or obligation to update publicly forward-looking
information, whether as a result of new information, future events
or otherwise.
Nesscap Energy Inc.Jim ZuidemaChief Executive Officer
(Acting)845-652-0833jzuidema@nesscap.com
Nesscap Energy Inc. (TSXV:NCE)
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