EDMONTON, ALBERTA–(Marketwired – Dec. 5, 2016) –
NOT FOR DISTRIBUTION TO THE U.S. NEWSWIRE OR FOR DISSEMINATION IN THE UNITED STATES
Radient Technologies Inc. (“Radient” or the “Corporation”) (TSX VENTURE:RTI) announces the completion of the first tranche of its non-brokered private placement of up to 47,619,048 units (the “Units”) of the Corporation at a price of $0.105 per Unit for aggregate proceeds of up to $5,000,000 (the “Offering”) previously announced by the Corporation on November 7, 2016. Under the first tranche of the Offering, the Corporation issued and sold 6,102,619 Units for aggregate gross proceeds of $640,775. The Corporation plans to use the proceeds of the Offering for product development, capital expenditures and general working capital purposes.
Each Unit is comprised of one common share of the Corporation (a “Common Share”) and one half Common Share purchase warrant (each whole warrant, a “Unit Warrant”), with each whole Unit Warrant entitling the holder to subscribe for one additional Common Share at a price of $0.25 per Common Share until the date that is 42 months from the date of issuance.
A portion of the first tranche of the Offering constitutes a “related party transaction” under Multilateral Instrument 61-101 (“MI 61-101”) as Francesco Ferlaino, a director of the Corporation, purchased 1,000,000 Units. Prior to completion of the first tranche of the Offering, Mr. Ferlaino owned or controlled 3,000,000 Common Shares or approximately 3.3% of the total Common Shares issued and outstanding. After giving effect to the first tranche of the Offering, and assuming Mr. Ferlaino exercises all of the Warrants underlying the Units purchased in the first tranche, Mr. Ferlaino would own or control 4,500,000 Common Shares or approximately 5.2% of the issued and outstanding Common Shares. The Offering is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101, as neither the fair market value of securities being issued to insiders nor the consideration being paid by insiders will exceed 25% of the Corporation’s market capitalization. The Corporation did not file a material change report 21 days prior to the closing of the first tranche of the Offering as the details of the participation of the related parties of the Corporation had not been confirmed at that time.
In connection with completion of the first tranche of the Offering, aggregate cash commissions of $54,077 are payable by the Corporation and 510,262 finder Common Share purchase warrants have been issued (the “Finder Warrants”). Each Finder Warrant is exercisable for one Common Share at a price of $0.105 per Common Share until the date that is 24 months from date of issuance of such Finder Warrant.
The Offering is subject to the receipt of all necessary approvals, including the approval of the TSX Venture Exchange. All securities issued in connection with the Offering are subject to a statutory four-month hold period.
About Radient
Radient extracts natural compounds from a range of biological materials using microwave assisted processing (“MAP™”), a patented technology platform which provides superior customer outcomes in terms of ingredient purity, yield, and cost. From its 20,000 square foot manufacturing plant in Edmonton, Alberta, Radient serves market leaders in industries that include pharmaceutical, food, beverage, natural health, personal care and biofuel markets. Visit www.radientinc.com for more information.
Information set forth in this news release contains forward-looking information and statements that are based on assumptions as of the date of this news release. These statements reflect management’s current estimates, beliefs, intentions and expectations. They are not guarantees of future performance. The terms and phrases “goal”, “commitment”, “guidance”, “expects”, “would”, “will”, “continuing”, “drive”, “believes”, “indicate”, “look forward”, “grow”, “outlook”, “forecasts”, “intend”, and similar terms and phrases are intended to identify these forward-looking statements, including but not limited to statements regarding the completion of further tranches of the Offering, receipt of approvals related to the Offering and the use of proceeds for the Offering. The Corporation cautions that all forward looking information and statements are inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond the Corporation’s control. Such factors include, among other things: risks and uncertainties relating to the Corporation’s ability to complete the proposed Offering or any additional tranches and receipt of approvals related to the Offering. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward looking information. Except as required under applicable securities legislation, the Corporation undertakes no obligation to publicly update or revise forward-looking information.
This news release shall not constitute an offer to sell or the solicitation of any offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The shares offered will not be and have not been registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws.
Neither 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.
Denis Taschuk
Chief Executive Officer
(780) 465-1318
[email protected]
Radient Technologies Inc.
Mike Cabigon
Chief Operating Officer
(780) 465-1318
[email protected]
www.radientinc.com
