Orbite Announces Brokered Private Placement of up to $25 Million in Convertible Debentures to Finance Its Investment Tax Cred...
30 November 2012 - 11:30PM
Marketwired
Orbite Aluminae Inc. (TSX:ORT)(OTCQX:EORBF) ("Orbite" or the
"Company") is pleased to announce its intention to complete a
private placement of convertible debentures (the "Convertible
Debentures") for an aggregate principal amount of up to $20,000,000
plus an over-allotment option of an additional $5,000,000 (the
"Convertible Debentures Offering"), secured against the Company's
investment tax credits resulting from the construction of its HPA
plant in Cap-Chat, Quebec. The Convertible Debentures Offering will
allow the Company to monetize the refundable investment tax
credits, which would otherwise remain idle on the Company's balance
sheet as an accounts receivable.
Euro Pacific Canada Inc. will be acting as lead agent and sole
book-runner on the Convertible Debentures Offering for a syndicate
that includes Mackie Research Capital Corporation and Roth Capital
Partners LLC. The Convertible Debentures Offering is expected to
close on or before December 13, 2012 (the "Closing Date"). The
Company intends to use the proceeds from the Convertible Debentures
Offering for general corporate purposes.
The Convertible Debentures bear interest at a rate of 8% per
annum, calculated from their date of issue, to be paid quarterly in
arrears, and have a maturity date of December 13, 2017 ("Maturity
Date"). Furthermore, the Convertible Debentures are convertible, in
whole at the option of the holder at any time prior to the Maturity
Date into class "A" shares of the Company ("Common Shares") at a
conversion price of $3.50 per Common Share ("Conversion Price"),
being a conversion rate of approximately 286 Common Shares for each
$1,000 principal amount of Debentures, subject to adjustment in
accordance with the terms of the Convertible Debentures.
Completion of the Offering is subject to the satisfaction of
certain conditions, including approval by the Toronto Stock
Exchange.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the securities in any
jurisdiction.
About Orbite
Orbite Aluminae Inc. is a Canadian cleantech company whose
innovative technologies are setting the new standard for alumina
production. Orbite technologies enable environmentally-neutral
extraction of smelter-grade alumina (SGA), high-purity alumina
(HPA) and high-value elements, including rare earths and rare
metals, from a variety of sources such as aluminous clay and
bauxite, without generating the caustic red mud residue that the
Bayer process, traditionally used by the great majority of the
industry, produces. The Company owns 100% of fourteen different
families of intellectual property rights (and patents pending)
filed across the world for the extraction of alumina at the highest
standards of sustainability. Orbite also owns exclusive mining
rights over a total of 585 km2 including the 33.4 km2 Grande-Vallee
property, the site of a homogeneous aluminous clay deposit in
Quebec, Canada containing an NI 43-101 compliant, Reviewed
Preliminary Economic Assessment, dated May 30, 2012, Indicated
Mineral Resource of 1.04 billion tonnes (see ORT May 31, 2012 press
release for a detailed breakdown of the resource). Orbite holds a
mining lease on a portion of the deposit. Orbite is currently
converting its 2,600 m2 pilot plant in Cap-Chat, Quebec, Canada,
into a full-scale high-purity alumina production facility, and
expects this plant to be fully operational by the first quarter of
2013. The Company also anticipates the initiation of construction
of its first SGA plant towards the end of 2013. Orbite plans to
offer SGA and HPA products and to license its low processing cost
technologies to well-qualified producers who want to reduce their
environmental footprint.
Forward-looking statements
Certain information contained in this document may include
"forward-looking information". Without limiting the foregoing, the
information and any forward-looking information may include
statements regarding projects, costs, objectives and future returns
of the Company or hypotheses underlying these items. In this
document, words such as "may", "would", "could", "will", "likely",
"believe", "expect", "anticipate", "intend", "plan", "estimate" and
similar words and the negative form thereof are used to identify
forward-looking statements. Forward-looking statements should not
be read as guarantees of future performance or results, and will
not necessarily be accurate indications of whether, or the times at
or by which, such future performance will be achieved.
Forward-looking statements and information are based on information
available at the time and/or the Company management's good-faith
beliefs with respect to future events and are subject to known or
unknown risks, uncertainties, assumptions and other unpredictable
factors, many of which are beyond the Company's control. These
risks uncertainties and assumptions include, but are not limited
to, those described in the section of the Management's Discussion
and Analysis (MD&A) entitled "Risk and Uncertainties" as filed
on March 22, 2012 on SEDAR, and could cause actual events or
results to differ materially from those projected in any
forward-looking statements. The Company does not intend, nor does
it undertake, any obligation to update or revise any
forward-looking information or statements contained in this
document to reflect subsequent information, events or circumstances
or otherwise, except as required by applicable laws.
Contacts: Canada Media Frederic Berard Vice-President and
General Manager H+K Strategies 514-395-0375, ext. 259 Investors
Louis Morin Investor Relations 514-591-3988 Investors Chris Witty
Darrow Associates 646-438-9385cwitty@darrowir.com Nicole Blanchard
Investor Relations Sun International Communications 450-973-6600
Jason Monaco First Canadian Capital Corp. 416-742-5600 US Media
George Sopko Stanton Public Relations & Marketing 646-502-3507
ORBITE Marc Johnson Vice-President, Corporate Development
514-744-6264, ext. 131info@orbitealuminae.com