OTTAWA, ON, Jan. 10, 2022 /CNW/ - Enablence Technologies Inc.
("Enablence" or the "Company") (TSXV: ENA), a
supplier of optical components and subsystems, is pleased to
announce that it has entered into an amended and restated senior
loan agreement (the "Amended Senior Loan Agreement") with
Vortex ENA LP ("Vortex"), a related party to the Company.
The Company is also pleased to announce that T. Paul Rowland will be joining the Company in the
role of Interim Chief Financial Officer ("CFO"), subject to
the approval of the TSX Venture Exchange ("TSXV"). Mr.
Rowland will replace the Company's current CFO, Craig Mode, effective January 17, 2022. Mr. Mode will remain in his
position as Co-Chief Executive Officer ("Co-CEO") until
January 31, 2022, to assist in
transition tasks, after which, he will transition out of the
Company and Ashok Balakrishnan will
be the sole CEO of the Company.
Amended Senior Loan Agreement
The Company has entered into the Amended Senior Loan Agreement
effective as of December 31, 2021,
with certain terms described below. A full copy of the Amended Loan
is available on SEDAR under the Company's issuer profile.
- Consolidated loan balance, inclusive of principal advances,
accrued interest and fees as of December 31,
2021 of approximately $6.9
million (the "Loan Balance");
- Loan Balance includes approximately $1.0
million of amounts previously recorded in accounts payable
of the Company that have been acquired by Vortex under the terms of
the Amended Loan;
- Maturity date of December 31,
2025, subject to one six-month extension option at the
written request of Enablence;
- Interest rate of 7.5% per annum; interest shall be accrued
until December 31, 2023 and payable
monthly in cash thereafter;
- Additional advances under the loan shall be subject to the sole
discretion of Vortex; and
- All prior defaults have been permanently waived.
As Vortex is a "related party" of the Company, the execution of
the Amended Senior Loan Agreement is considered a "related party
transaction" for purposes of Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special
Transactions ("MI 61-101"). The Company did not file a
material change report more than 21 days before agreeing to the
Amended Senior Loan Agreement, as the details of the amendments
were not settled until shortly prior to this announcement. The
Company is relying on exemptions from the formal valuation and
minority shareholder approval requirements available under MI
61-101. The Company is exempt from the formal valuation requirement
in Section 5.4 of MI 61-101 in reliance on Section 5.5(b) of MI
61-101 as the Company is not listed on a specified market under MI
61-101. Additionally, the Company is exempt from minority
shareholder approval requirement in Section 5.6 of MI 61-101 in
reliance on Section 5.7(f) of MI 61-101.
The Amended Senior Loan Agreement is subject to the
approval of the TSXV.
Senior Management Changes
The Company is also pleased to announce that T. Paul Rowland has joined the Company in the role
of CFO, replacing the Company's current CFO, Craig Mode, effective January 17, 2022. Mr. Mode will also
leave his position as Co-CEO on January 31, 2022, following a short transition
period. Mr. Mode's resignation has been accepted by the Board of
Directors of the Company. Mr. Mode was hired by the Company in
May 2021 to lead its recently
completed recapitalization transaction. Following the ending of the
transition period on January 31,
2022, he will return to his prior role as a venture
investor.
Mr. T. Paul Rowland is a seasoned
finance executive with over 35 years of experience in various
senior finance and accounting roles. Most recently, Mr. Rowland
served for four years as CFO and corporate secretary for Brane
Inc., a private cryptocurrency and blockchain company. Prior to
this role, he served in executive roles with Yamana Gold Inc. and
Barrick Gold Corporation and was CFO of a publicly listed resource
company. Mr. Rowland is a Chartered Professional Accountant, a
Certified Public Accountant (Illinois), and a Chartered Global Management
Accountant. He graduated from Western
University with an Honours Bachelor of Science. The
appointment of Mr. Rowland remains subject to the approval of the
TSXV.
About Enablence Technologies Inc.
Enablence is a publicly traded company that designs,
manufactures and sells optical components and subsystems to a
global customer base. It utilizes its patented technologies,
including planar lightwave circuit intellectual property, in the
production of an array of photonic components and broadband
subsystems that deliver a key portion of the infrastructure for
current and next-generation telecommunication systems. The
Company's components are key elements in large optical network
infrastructure builds which enable global networking and
large-scale computing for businesses and individuals, including
data centers and 5G telecommunications networks. For more
information, visit www.enablence.com.
Forward-looking Statements
This news release contains forward-looking statements regarding
the Company based on current expectations and assumptions of
management, which involve known and unknown risks and uncertainties
associated with our business and the economic environment in which
the business operates. All such statements are forward-looking
statements under applicable Canadian securities legislation. Any
statements contained herein that are not statements of historical
facts may be deemed to be forward-looking statements. In
particular, this news release contains forward-looking statements
pertaining to the timing and ability of the Company to obtain
regulatory (including the TSX Venture Exchange) approvals of the
Amended Senior Loan Agreement and the appointment of the Interim
CFO. By their nature, forward-looking statements require us to make
assumptions. Assumptions are based in part on the ability to secure
regulatory approval. These statements are based on current
expectations that involve several risks and uncertainties which
could cause actual results to differ from those anticipated. These
risks include, but are not limited to, risks relating to the
Company failing to obtain the requisite regulatory (including the
TSX Venture Exchange) approvals; the terms as described hereof
may be amended following the date hereof; the impact of the
evolving COVID-19 pandemic on the Company's business, operations
and sales; uncertainties relating to the ultimate spread, severity
and duration of COVID-19 and related adverse effects on the
economies and financial markets of countries in which the Company
operates; and the ability of the Company to successfully implement
its business continuity plans with respect to the COVID-19
pandemic. Although the Company believes that the expectations
reflected in the forward looking statements contained in this news
release, and the assumptions on which such forward-looking
statements are made, are reasonable, there can be no assurance that
such expectations will prove to be correct. We caution our readers
of this news release not to place undue reliance on our
forward-looking statements as a number of factors could cause
actual results or conditions to differ materially from current
expectations. Additional information on these and other factors
that could affect the Company's operations are set forth in the
Company's continuous disclosure documents that can be found on
SEDAR (www.sedar.com) under Enablence's issuer profile. Enablence
does not intend, and disclaims any obligation, except as required
by law, to update or revise any forward-looking statements whether
as a result of new information, future events or otherwise.
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.
SOURCE Enablence Technologies Inc.