EEStor Corporation to Restructure Debt Owing to Director
December 11 2019 - 6:00AM
EEStor Corporation (TSX.V: “ESU-V”) (“
EEStor” or
the “
Corporation”), is pleased to announce it has
reached an agreement with Robert Tocchio, a director of the
Corporation, to restructure an outstanding bridge loan (the
“
Bridge Loan”) previously provided by Mr.
Tocchio. Including accrued but unpaid interest, $316,500 is
currently owing by the Corporation under the Bridge Loan. The
Bridge Loan was schedule to mature on January 21, 2020 and is
secured by a pledge of all of the outstanding share capital of ZENN
Capital Inc., a wholly-owned subsidiary of the Corporation.
In full and final settlement of the Bridge Loan,
Mr. Tocchio has agreed to accept an unsecured convertible debenture
(the “Debenture”) in the principal amount of
$316,500, and 6,330,000 detachable common share purchase warrants
(the “Detachable Warrants”). The Debenture
will bear interest at a rate of six percent per annum, payable
annually, and will have a term of sixty months. At the option
of Mr. Tocchio, all or any portion of the principal amount of the
Debenture may be converted into common shares of the Corporation,
at a price of $0.05 per share during the initial twelve months of
the term, and at a price of $0.10 per share for the remainder of
the term. The Detachable Warrants will be exercisable at a
price of $0.05 per share for a period of sixty months.
Following issuance of the Debenture, and the
Detachable Warrants, Mr. Tocchio will release all obligations due
and owing by the Corporation in respect of the Bridge Loan, as well
as all collateral securing the Bridge Loan. The Debenture,
and the Detachable Warrants, will be subject to a
four-month-and-one-day statutory hold period in accordance with
applicable securities laws and the policies of the TSX Venture
Exchange. Completion of the issuance of the Debenture, and
the Detachable Warrants, and the restructuring of the Bridge Loan,
remains subject to approval of the TSX Venture Exchange and cannot
be completed until such approval has been obtained.
As Mr. Tocchio is a director of the Corporation,
the issuance of the Debenture, and the Detachable Warrants, and the
restructuring of the Bridge Loan, is considered a “related party
transaction” within the meaning of Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions
(“MI 61-101”). The Corporation is relying
upon the exemption from the requirement for valuation under section
5.5(b) of MI 61-101, on the basis that the Corporation’s shares are
not listed on a specified market, and on the exemption for minority
shareholder approval under section 5.7(1)(a) of MI 61-101, on the
basis that the fair market value of the consideration for the
Debenture, and the Detachable Warrants, does not exceed twenty-five
percent of the market capitalization of the Corporation.
About EEStor
EEStor is a developer of high energy density
solid-state capacitor technology utilizing the Corporation’s
patented Composition Modified Barium Titanate (CMBT) material. The
Corporation is focused on licensing opportunities for its
technology across a broad spectrum of industries and
applications.
Neither the 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.
All statements, other than statements of
historical fact, contained in this press release including, but not
limited to (i) generally, or the “About EEStor” paragraph which
essentially describes the Corporation’s outlook and objectives,
constitute ''forward-looking information'' or ''forward-looking
statements'' within the meaning of certain securities laws, and are
based on expectations, estimates and projections as of the time of
this press release. Forward looking statements are necessarily
based upon a number of estimates and assumptions that, while
considered reasonable by the Corporation as of the time of such
statements, are inherently subject to significant business,
economic and competitive uncertainties and contingencies. These
estimates and assumptions may prove to be incorrect.
Many of these uncertainties and contingencies
can directly or indirectly affect, and could cause, actual results
to differ materially from those expressed or implied in any
forward-looking statements. There can be no assurance that
forward-looking statements will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such statements. Forward-looking statements are
provided for the purpose of providing information about
management's expectations and plans relating to the future. The
Corporation disclaims any intention or obligation to update or
revise any forward-looking statements or to explain any material
difference between subsequent actual events and such
forward-looking statements, except to the extent required by
applicable law.
FOR FURTHER INFORMATION, PLEASE
CONTACT:
Mr. Ian Clifford
Chief Executive Officer 416-535-8395
ext.3ian.clifford@eestorcorp.com |
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