CALGARY, Oct. 6, 2017 /CNW/ - MATRRIX Energy Technologies
Inc. ("MATRRIX" or the "Corporation") (TSX-V: MXX) intends to
complete a private placement (the "Offering") of up to $2.5 million principal amount of unsecured,
subordinated convertible debentures of the Corporation (the
"Debentures"). The Debentures will mature on October 31, 2020 (the "Maturity Date"), will bear
interest at a rate of 10% per annum paid semi-annually, in arrears
on December 31 and June 30 of each year, and will be convertible
into common shares in the capital of the Corporation ("Common
Shares") at a price of $0.49 per
Common Share based on a conversion premium of approximately 25% to
the last trade on the TSX Venture Exchange (the "TSXV"), subject to
adjustments in certain circumstances.
The principal amount of the Debentures (the "Principal Amount")
shall be convertible at the option of the holder at any time prior
to the close of business on the earlier of (i) the business day
immediately preceding the Maturity Date or, (ii) if called for
redemption, on the business day immediately preceding the date
fixed for redemption, or (iii) if called for repurchase pursuant to
a transaction resulting in any person or persons acquiring voting
control or direction over at least 50% of the aggregate voting
rights attached to the Common Shares then outstanding, on the
business day immediately preceding the payment date.
The Debentures may not be redeemed by the Corporation prior to
October 31, 2018. On and after
October 31, 2018 and prior to
October 31, 2019, the Debentures may
be redeemed by the Corporation, in whole or in part from time to
time, on not more than 60 days and not less than 40 days prior
notice at a redemption price equal to their Principal Amount plus
accrued and unpaid interest, if any, up to but excluding the date
set for redemption, provided that the weighted average trading
price of the Common Shares on the TSXV, for the 30 consecutive
trading days ending five trading days prior to the date on which
notice of redemption is provided is at least 125% of the conversion
price. On and after October 31, 2019
and prior to the Maturity Date, the debentures may be redeemed by
the Corporation, from time to time, on not more than 60 days and
not less than 40 days prior notice of redemption at a redemption
price equal to the Principal Amount plus accrued and unpaid
interest, if any, up to but excluding the date set for
redemption.
Closing of the Offering is scheduled to occur on or about
October 13, 2017, subject to the
approval of the TSXV and the satisfaction of other customary
closing conditions.
The net proceeds of the Offering will be used by the Corporation
(i) for general corporate and working capital purposes and (ii) to
partially fund the acquisition (the "Asset Acquisition") by the
Corporation of three complete tele-double drilling packages with
spares from Vortex Drilling Ltd. ("Vortex"), through its receiver
Deloitte Restructuring Inc. (the "Receiver"). The Asset Acquisition
remains subject to certain conditions, including but not limited to
(i) the Corporation's ability to obtain financing and (ii) the
entering into of a definitive asset purchase agreement between the
Corporation and the Receiver, on behalf of Vortex, each on terms
and conditions acceptable to the Corporation.
The Debentures and the Common Shares issuable on conversion
thereof have not been, and will not be, registered under the United
States Securities Act of 1933, as amended (the "1933 Act"), or any
state securities laws and may not be offered or sold in
the United States to, or for the
account or benefit of, U.S. persons (as defined in Regulation S
under the 1933 Act), except pursuant to an exemption from the
registration requirements of those laws. This press release shall
not constitute an offer to sell or the solicitation of an offer to
buy securities in the United
States, or for the account or benefit of U.S persons.
The Corporation is also pleased to announce that, in accordance
with the Corporation's strategic plan to enter into the land-based
contract drilling business, the Corporation has entered into a
non-binding letter of intent (the "LOI") for the acquisition of all
of the outstanding shares of a private drilling company of similar
size as Vortex operating in western Canada. The LOI contains a number of
conditions, including the completion of due diligence, the approval
of the Corporation's board of directors and the entering into of a
definitive agreement.
About MATRRIX
The Corporation commenced operations in 2011. MATRRIX has grown
its concurrent capacity of horizontal and directional drilling
systems ("Systems") organically with the acquisition and assembly
of 25 Systems as at the date of this press release. MATRRIX has
developed and implemented a proprietary system called
D2ROXTM (pronounced DEE-ROCKS) to aid the
Corporation and its oil and gas clients to drive predictable,
repeatable, cost effective, safe field operations at the rig site.
Since inception, the Corporation has maintained a balance sheet
with zero debt and a strong working capital position.
Forward-looking Information
Certain statements contained in this press release constitute
forward-looking information. This information relates to future
events or the Corporation's future performance. All information
other than statements of historical fact is forward-looking
information. The use of any of the words "anticipate", "plan",
"contemplate", "continue", "estimate", "expect", "intend",
"propose", "might", "may", "will", "could", "believe", "predict"
and "forecast" are intended to identify forward-looking
information.
In particular, this press release contains forward-looking
information pertaining to the following: the Corporation's
intention to complete the Offering; the anticipated closing date of
the Offering and the use of proceeds from the Offering.
This forward-looking information involves material assumptions
and known and unknown risks and uncertainties, certain of which are
beyond the Corporation's control. The Corporation's Annual
Information Form and other documents filed with securities
regulatory authorities (accessible through the SEDAR website
www.sedar.com) describe the risks, the material assumptions and
other factors that could influence actual results and which are
incorporated herein by reference. Actual results, performance or
achievements could differ materially from those expressed in, or
implied by, this forward-looking information and, accordingly, no
assurance can be given that any of the events anticipated by the
forward-looking information will transpire or occur, or if any of
them do so, what benefits the Corporation will derive
therefrom.
The forward-looking information contained herein is provided as
at the date hereof and the Corporation does not undertake any
obligation to update publicly or to revise any of the included
forward-looking information, whether as a result of new
information, future events or otherwise, except as may be required
by applicable securities laws.
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.
SOURCE MATRRIX Energy Technologies Inc.