VANCOUVER, Sept. 11, 2019 /CNW/ - UrtheCast Corp. (TSX:UR)
("UrtheCast" or the "Company"), a leading provider of
information-rich products and services in the rapidly growing
geospatial and geo-analytics markets, is pleased to announce the
closing of a $6.6 million
(US$5.0 million) financing (the
"Financing") with Vine Rose Limited (the "Lender"),
consisting of a senior unsecured convertible debenture of the
Company in the principal amount of $2,979,538 (the "Convertible Debenture")
and a senior unsecured non-convertible debenture of the Company in
the principal amount of $3,620,462
(the "Debenture"). The Company also provides an update on
its term loan with its Spanish lender.
$6.6 Million Financing
The Convertible Debenture accrues interest at a rate of 17% per
annum, has a maturity date of October 31,
2019 and is convertible into common shares of the Company
("Common Shares") at the option of the Lender, at any time
prior to the maturity date at a conversion price equal to
$0.32 per Common Share (the
"Original Conversion Price"). The Original Conversion Price
is subject to adjustment in certain circumstances, including if the
Company issues any Common Shares or securities convertible into
Common Shares (other than pursuant to its equity incentive plan) at
a lower price, in which case the conversion price shall be reduced
to such lower price but not less than $0.24, subject to approval from the Toronto Stock
Exchange.
The Debenture accrues interest at a rate of 17% per annum and
also has a maturity date of October 31,
2019.
In connection with the Financing, the Company paid the Lender a
3% finance fee in the amount of US$150,000.
The proceeds of the Financing will be used primarily towards the
partial satisfaction of the deferred consideration payable to Land
O'Lakes, Inc. for the acquisition of Geosys, professional fees
related to the expected financing of the UrtheDaily Constellation,
and debt service costs.
Corporate Update
UrtheCast Imaging, S.L.U., a wholly-owned subsidiary of
UrtheCast, has agreed with Banco de Sabadell S.A., under its €25
million senior secured term loan dated December 11, 2015 (the "Sabadell Loan"),
to further defer a previously negotiated principal repayment of
€1.5 million from August 31, 2019 to
September 30, 2019.
About UrtheCast
UrtheCast Corp. is a Vancouver-based company that serves the
rapidly growing and evolving geospatial and geo-analytics markets
with a wide range of information-rich products and
services.
For more information, visit UrtheCast's website at
www.urthecast.com.
Forward Looking Information
This release contains certain information which, as
presented, constitutes "forward-looking information" within the
meaning of applicable Canadian securities laws. Forward-looking
information involves statements that relate to future events and
often addresses expected future business and financial performance,
containing words such as "plan" and "propose", statements that an
action or event "may" or "will" be taken or occur, or other similar
expressions and includes, but is not limited to, statements
relating to: UrtheCast's expectations with respect to its ability
to raise capital and to continue as a going concern; expectations
regarding UrtheCast's ability to meet its obligations and satisfy
its liabilities under its existing
indebtedness and the Convertible Debenture
and the Debenture; UrtheCast's expectations with respect to
financing of the UrtheDaily Constellation; and UrtheCast's
expectations with respect to repayment and/or deferral of the
Sabadell Loan. Such statements reflect UrtheCast's current
views with respect to future events, and are necessarily based upon
a number of estimates and assumptions that, while considered
reasonable by UrtheCast as at the date of this press release, are
inherently subject to significant uncertainties and contingencies.
Many factors could cause UrtheCast's actual results or performance
to be materially different from expectations that may be expressed
or implied by such forward-looking statements, including, among
others: the Company's ability to rectify its current cash
constraints and to continue as a going concern; the Company's
ability to enter into alternative financing for the UrtheDaily
satellite constellation, and any delays or failures in the design,
development, construction, launch and operational commissioning of
the such constellation; the Company's ability to comply with debt
and repayment obligations and avoid the exercise of lenders'
rights, including with respect to seizing secured assets and other
rights available to lenders; the Company's inability to repay the
Sabadell Loan; lower than expected revenues from the Company's
products and services; the Company's ability to fund its future
operations, which is contingent on its efforts to raise additional
financing and/or sell certain assets of the Company; the Company's
ability to successfully complete a sale or other transaction
involving Deimos Imaging on commercially reasonable terms, or at
all; loss, reduction in scope, termination, failure to satisfy
conditions precedent or decline in general of the Company's
agreements or relationships with its key partners, including Land
O' Lakes, Inc.; and those factors and assumptions discussed
in UrtheCast's Annual Information Form dated March 29, 2019, which is available under
UrtheCast's SEDAR profile
at www.sedar.com. UrtheCast cautions
readers that such factors and uncertainties are not exhaustive and
that should certain risks or uncertainties materialize, or should
underlying estimates or assumptions prove incorrect, actual
results, performance or achievements may vary significantly from
those expected. UrtheCast undertakes no obligation to update
forward-looking statements except as required by Canadian
securities laws. Readers are cautioned against attributing undue
certainty to forward-looking statements.
SOURCE UrtheCast Corp.