Hydrogenics Announces Pricing of US$22.5 Million Public Offering of Common Shares
May 14 2014 - 8:30AM
Marketwired
Hydrogenics Announces Pricing of US$22.5 Million Public Offering of
Common Shares
MISSISSAUGA, ONTARIO--(Marketwired - May 14, 2014) - Hydrogenics
Corporation (TSX:HYG)(NASDAQ:HYGS) (the "Company") today announced
the pricing of its previously announced public offering of 1.5
million common shares (the "Offering") (1,000,000 shares from
treasury and 500,000 secondary shares by CommScope, Inc. of North
Carolina ("CommScope") a selling shareholder) at a price of
US$15.00 per share. Net proceeds to the Company from the Offering
are expected to be approximately US$13.7 million, after deducting
underwriting commissions and other expenses related to the
Offering.
Canaccord Genuity is acting as the sole book-running manager,
and Craig-Hallum Capital Group and Roth Capital Partners are acting
as co-managers for the Offering.
The Offering is expected to close on or about May 16, 2014,
subject to customary closing conditions including, but not limited
to, the receipt of all necessary regulatory approvals, including
the approvals of the Toronto Stock Exchange and the NASDAQ Global
Market.
The Company intends to use its net proceeds from the Offering
primarily for general corporate purposes, including to support any
negative cash flows from operating activities. The Company will not
receive any proceeds from the sale of common shares by
CommScope.
The Offering is being conducted pursuant to the Company's
effective shelf registration statement on Form F-10 filed with the
U.S. Securities and Exchange Commission (the "SEC") and its
corresponding Canadian base shelf prospectus filed with the
securities regulatory authorities in each of the provinces of
Canada, except Quebec. A final prospectus supplement relating to
the Offering will be filed with the SEC and with the securities
regulatory authority in each of the provinces of Canada, except
Quebec. Copies of the final prospectus supplement and the
accompanying base shelf prospectus relating to the Offering may be
obtained, when available, upon request by contacting Canaccord
Genuity Inc., Attention: Syndicate Department, 99 High Street, 12th
Floor, Boston, Massachusetts 02110, or by telephone at (617) 371-3900.
Electronic copies of the preliminary and final prospectus
supplements and the accompanying base shelf prospectus can be
obtained on the SEC's website at www.sec.gov or on the SEDAR
website maintained by the Canadian Securities Administrators at
www.sedar.com.
This press release does not and shall not constitute an offer to
sell or the solicitation of an offer to buy any of the Company's
securities, nor shall there be any sale of the Company's securities
in any state or jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such state or jurisdiction.
About Hydrogenics
Hydrogenics Corporation (www.hydrogenics.com) is a world leader
in engineering and building the technologies required to enable the
acceleration of a global power shift. Headquartered in Mississauga,
Ontario, Hydrogenics provides hydrogen generation, energy storage
and hydrogen power modules to its customers and partners around the
world. Hydrogenics has manufacturing sites in Germany, Belgium and
Canada and service centres in Russia, Europe, the US and
Canada.
Forward-looking Statements
This release contains forward-looking statements within the
meaning of the "safe harbor" provisions of the U.S. Private
Securities Litigation Reform Act of 1995, and under applicable
Canadian securities law. These statements are based on management's
current expectations and actual results may differ from these
forward-looking statements due to numerous factors, including: our
inability to increase our revenues or raise additional funding to
continue operations, execute our business plan, or to grow our
business; inability to address a slow return to economic growth,
and its impact on our business, results of operations and
consolidated financial condition; our limited operating history;
inability to implement our business strategy; fluctuations in our
quarterly results; failure to maintain our customer base that
generates the majority of our revenues; currency fluctuations;
failure to maintain sufficient insurance coverage; changes in value
of our goodwill; failure of a significant market to develop for our
products; failure of hydrogen being readily available on a
cost-effective basis; changes in government policies and
regulations; failure of uniform codes and standards for hydrogen
fuelled vehicles and related infrastructure to develop; liability
for environmental damages resulting from our research, development
or manufacturing operations; failure to compete with other
developers and manufacturers of products in our industry; failure
to compete with developers and manufacturers of traditional and
alternative technologies; failure to develop partnerships with
original equipment manufacturers, governments, systems integrators
and other third parties; inability to obtain sufficient materials
and components for our products from suppliers; failure to manage
expansion of our operations; failure to manage foreign sales and
operations; failure to recruit, train and retain key management
personnel; inability to integrate acquisitions; failure to develop
adequate manufacturing processes and capabilities; failure to
complete the development of commercially viable products; failure
to produce cost-competitive products; failure or delay in field
testing of our products; failure to produce products free of
defects or errors; inability to adapt to technological advances or
new codes and standards; failure to protect our intellectual
property; our involvement in intellectual property litigation;
exposure to product liability claims; failure to meet rules
regarding passive foreign investment companies; actions of our
significant and principal shareholders; dilution as a result of
significant issuances of our common shares and preferred shares;
inability of US investors to enforce US civil liability judgments
against us; volatility of our common share price; and dilution as a
result of the exercise of options. Readers should not place undue
reliance on Hydrogenics' forward-looking statements. Investors are
encouraged to review the section captioned "Risk Factors" in
Hydrogenics' regulatory filings with the Canadian securities
regulatory authorities and the US Securities and Exchange
Commission for a more complete discussion of factors that could
affect Hydrogenics' future performance. Furthermore, the
forward-looking statements contained herein are made as of the date
of this release, and Hydrogenics undertakes no obligations to
revise or update any forward-looking statements in order to reflect
events or circumstances that may arise after the date of this
release, unless otherwise required by law. The forward-looking
statements contained in this release are expressly qualified by
this.
Investor Contacts:Bob MotzChief Financial Officer(905)
361-3660investors@hydrogenics.comChris WittyHydrogenics Investor
Relations(646) 438-9385cwitty@darrowir.com
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