Xebec Adsorption Inc. ("Xebec" or the "Corporation") (TSXV:XBC) is
pleased to announce it has closed its previously announced bought
deal offering, including the exercise in full of the Underwriters’
over-allotment option. A total of 8,280,000 units of Xebec (the
"Units") were sold at a price of $1.40 per Unit for aggregate gross
proceeds of $11,592,000 (the "Offering"). The Offering was
conducted by a syndicate of underwriters led by Desjardins Capital
Markets and including Beacon Securities Ltd., Paradigm Capital
Inc., Canaccord Genuity Corp. and M Partners Inc. (together, the
"Underwriters"). The net proceeds of the Offering will be used to,
among other things and as more fully described in the short form
prospectus relating to the Offering, develop and invest in new
Renewable Natural Gas (RNG) projects, to expand the Corporation’s
monitoring and service capabilities through selective acquisitions
and for general corporate purposes.
Each Unit is composed of one common share in the
capital of the Corporation (a "Common Share") and one common share
purchase warrant (a "Warrant"). Each Warrant is exercisable to
acquire one additional Common Share (a “Warrant Share”) for a
period of 12 months from the closing date of the Offering at an
exercise price of $1.85 per Warrant Share.
In connection with the Offering, the Corporation
paid the Underwriters a cash commission equal to 6% of the gross
proceeds of the Offering, and compensation options (the
"Compensation Options") equal to 6% of the Units issued pursuant to
the Offering. Each Compensation Option will entitle the
Underwriters to purchase a Unit at an exercise price of $1.40 for a
period of 12 months from the closing date of the Offering.
The Units were offered by way of short form
prospectus in all of the provinces of Canada. Copies of the final
short form prospectus and documents incorporated therein may be
obtained by sending a written request to the Secretary of the
Corporation at 730, Industriel Blvd., Blainville, Québec, Canada,
J7C 3V4, telephone: (450) 979-8700, and are available
electronically under the Corporation’s issuer profile on SEDAR at
www.sedar.com.
The TSX Venture Exchange (the "TSXV") has
conditionally approved the listing of the Common Shares and
Warrants underlying the Units and the Common Shares underlying the
Warrants, subject to fulfilling all of the requirements of the
TSXV. The Warrants will be trading under the symbol "XBC.WT".
Trading of all such securities is expected to commence on July 4,
2019.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy nor shall there be
any sale of the securities in the United States or in any other
jurisdiction in which such offer, solicitation or sale would be
unlawful. The securities have not been registered under the U.S.
Securities Act of 1933, as amended, and applicable U.S. state
securities laws and may not be offered or sold in the United States
absent registration or an applicable exemption from the
registration requirements thereunder.
About Xebec Adsorption Inc.
Xebec Adsorption Inc. is a global provider of gas generation,
purification and filtration solutions for the industrial, energy
and renewables marketplace. Its customers range from small to
multi-national corporations and governments looking to reduce their
carbon footprints. Headquartered in Montreal (QC), Xebec designs,
engineers and manufactures innovative and transformative products,
and has more than 1,500 customers worldwide. With two manufacturing
facilities in Montreal and Shanghai, as well as a sales and
distribution network in North America, Europe, and Asia, Xebec
trades on the TSX Venture Exchange under the symbol XBC. For
additional information on the Corporation, its products and
services, visit Xebec at xebecinc.com.
Cautionary
Statement Neither TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accept responsibility for the
adequacy or accuracy of this release. This news release contains
forward-looking statements and forward-looking information
(together, “forward-looking statements”) within the meaning of
applicable securities laws. All statements, other than statements
of historical facts, are forward-looking statements and subject to
risks and uncertainties. Generally, forward-looking statements can
be identified by the use of terminology such as “plans”, “seeks”,
“expects”, “estimates”, “intends”, “anticipates”, “believes”,
“could”, “might”, “likely” or variations of such words, or
statements that certain actions, events or results “may”, “will”,
“could”, “would”, “might”, “will be taken”, “occur”, “be achieved”
or other similar expressions. Forward-looking statements, including
statements concerning the use of proceeds of the Offering, future
capital expenditures, revenues, expenses, earnings, economic
performance, indebtedness, financial condition, losses and future
prospects as well as the expectations of management of Xebec with
respect to information regarding the business and the expansion and
growth of Xebec operations, involve risks, uncertainties and other
factors that could cause actual results, performance, prospects and
opportunities to differ materially from those expressed or implied
by such forward-looking statements. Forward-looking statements are
subject to business and economic factors and uncertainties, and
other factors that could cause actual results to differ materially
from these forward-looking statements, including the relevant
assumptions and risks factors set out in Xebec's public documents,
including in the most recent annual management discussion and
analysis and annual information form, filed on SEDAR at
www.sedar.com. Furthermore, should one or more of the risks,
uncertainties or other factors materialize, or should underlying
assumptions prove incorrect, actual results may vary materially
from those described in forward-looking statements or information.
These risks, uncertainties and other factors include, among others,
the uncertain and unpredictable condition of the global economy,
Xebec’s capacity to generate revenue growth, a limited number of
customers, and other factors. Although Xebec believes that the
assumptions and factors used in preparing the forward-looking
statements are reasonable, undue reliance should not be placed on
these statements, which only apply as of the date of this news
release, and no assurance can be given that such events will occur
in the disclosed times frames or at all. Except where required by
applicable law, Xebec disclaims any intention or obligation to
update or revise any forward-looking statement, whether as a result
of new information, future events or otherwise.
For more information:
Xebec Adsorption Inc.
Sandi Murphy
Director, Investor Relations and Marketing
+1 450.979.8718 smurphy@xebecinc.com
Kurt Sorschak
President and Chief Executive Officer
ksorschak@xebecinc.com
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