Symbol: TSX-V: LG
MONTREAL,
Feb. 8, 2018 /CNW Telbec/ - LGC Capital Ltd.
(TSXV: LG) ("LGC") is pleased to announce that it has
now completed its previously-announced transaction with
international investors YA II PN, Ltd and
Cuart Investments PCC Limited pursuant to which they loaned an
aggregate amount of US $2.34 million (approximately
CAD $2.94 million) to LGC at a closing held today.
John McMullen, LGC Capital's
CEO commented; "LGC intends to use these proceeds to further
advance its core business divisions on its global platform and seek
new acquisitions and investment opportunities that are synergistic
with LGC's current focus."
The loan has a term of twelve months and bears interest at an
annual rate of 9.5%, payable quarterly in arrears. The
principal amount of the loan is convertible into LGC common shares
at the option of the lenders at a price per share equal to the
lesser of (i) US $0.538 (CAD $0.675), representing
the US dollar equivalent of 135% of the closing price of LGC's
shares on the TSX Venture Exchange on December 29, 2017
(CAD $0.50), and (ii) 90% of the lowest daily volume
weighted average trading price of LGC's shares during the five
trading days immediately preceding the date of a conversion notice
from the lenders, subject to a minimum conversion price of
CAD $0.50.
At closing, LGC issued an aggregate of 1,643,764 common share
purchase warrants to the two lenders, representing an amount equal
to 25% of the dollar amount of the loan divided by
CAD $0.4465, being the volume weighted average trading price
of LGC's shares during the five trading days ended
December 29, 2017. Each warrant entitles its holder to
acquire one common share of LGC at a price of CAD $0.70,
representing 140% of LGC's closing price on December 29, 2017,
for a period of one year from the date of issuance.
In connection with the Investment Agreement, LGC paid a cash due
diligence fee to RiverFort Global Capital Ltd. ("RiverFort") of
London, England. At closing,
LGC also paid a structuring fee to RiverFort by issuing 376,162
shares to it, representing an amount equal to 12.5% of the dollar
amount of loan from YA II PN, Ltd, less the amount of the due
diligence fee, divided by CAD $0.675, representing 135% of the
closing price of LGC's shares on the TSX Venture Exchange on
December 29, 2017 (CAD $0.50).
The securities issued at the closing are subject to a "hold
period" which expires on June 9, 2018. LGC is at arm's
length from the two lenders and RiverFort.
About LGC (http://www.lgc-capital.com):
LGC Capital Ltd. is a Canadian incorporated public company
listed on the TSX Venture Exchange (TSXV: LG). LGC's objective is
to become a diversified business group with core business divisions
that provide shareholders with exposure to a diverse range of
businesses, products and services.
FORWARD LOOKING STATEMENTS:
This press release may contain forward-looking statements with
respect to LGC Capital Ltd. ("LGC"), its operations, strategy,
investments, financial performance and condition, and the
convertible loan referred to above. These statements generally can
be identified by use of forward-looking words such as "may",
"will", "expect", "estimate", "anticipate", "intends", "believe" or
"continue" or the negative thereof or similar variations. The
actual results and performance of LGC could differ materially from
those expressed or implied by such statements. Such statements are
qualified in their entirety by the inherent risks and uncertainties
surrounding future expectations. Some important factors that could
cause actual results to differ materially from expectations
include, among other things, general economic and market factors,
competition, government regulation and the factors described under
"Risk Factors and Risk Management" in LGC's Management's Discussion
and Analysis for the fiscal year ended September 30, 2017, as
filed on SEDAR (www.sedar.com). The cautionary statements qualify
all forward-looking statements attributable to LGC and persons
acting on its behalf. Unless otherwise stated, all forward-looking
statements speak only as of the date of this press release and LGC
has no obligation to update such statements, except to the extent
required by applicable securities laws.
Caution Regarding Press Releases:
Neither the TSX Venture Exchange nor its Regulation Service
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 LGC Capital Ltd