Radiant Announces Closing of Private Placement, Management Changes and Settlement of Debt
TORONTO, ONTARIO--(Marketwire - Feb. 28, 2008) -
NOT FOR DISTRIBUTION IN THE UNITED STATES
Radiant Energy Corporation (TSX VENTURE:RDT) ("Radiant" or the "Company") announced the closing of its previously announced brokered private placement by Brand Securities Limited ("Brant Securities") of 24,593,332 units (the "Units") for gross proceeds of approximately $2.95 million. The Company and Brant Securities expect to complete further closings of this private placement for an additional 8.74 million Units in early March.
Each Unit consists of one common share and one-half of one common share purchase warrant of the Company. Each whole warrant will entitle the holder to purchase one common share of Radiant for $0.30 until 18 months from the date of closing. If at any time during the life of the warrants the closing price of the common shares of Radiant exceeds $0.40 for any period of 20 consecutive trading days after the closing of the Offering, the Company may advance the expiry date of warrants to a date not less then 30 days after written notice of such advance is sent to the holders of the warrants. In addition to their 8% commission, Brant Securities and its sub-agents were issued an aggregate of 1,967,466 agent's options, each exercisable for one Unit for a period of 18 months from the closing date at a price of $0.12 per option. The common shares underlying the Units and the common shares underlying the warrants are subject to four-month hold periods from their date of issue.
Concurrently with the closing of the private placement, the board of directors of Radiant have resigned and been replaced with John Marsh, David Williams and Gregory O'Hara, three existing major shareholders of the Company. The newly constituted board of directors of Radiant has appointed Mr. Larrie Shepherd as the new President and Chief Executive Officer and a director of the Company. Mr. Shepherd has been providing consulting services to the Company over the last year. The Company has also moved its head office to Suite 1202, 45 St. Clair Avenue West, Toronto, ON M4V 1K9.
As previously announced, the Company has also converted and settled existing debentures and loans for the issuance of common shares. The Company has converted in the aggregate principal amount of approximately $2,350,000 of Series E and Series F Convertible Debentures for the issuance of 14,613,514 common shares. The Company has also settled (i) certain Secured Loans in the aggregate principal amount of approximately US$750,000 for the issuance of 5,624,998 common shares and (ii) accrued interest on the Series E and Series F Convertible Debentures and the Secured Loan representing approximately $175,858 for the issuance of 1,674,834 common shares. The common shares issued on the conversion and settlements are subject to a four-month hold period expiring June 29, 2008.
Mr. Shepherd, the newly appointed President and Chief Executive Officer of Radiant stated, "The proceeds from the Private Placement and the settlement of the debt will provide Radiant with the working capital and capital structure to take advantage improving market conditions. The airline industry is now taking steps to operate in a more environmentally sensitive manner and Radiant's InfraTek Deicing System is well positioned to take advantage of these opportunities."
About Radiant Energy Corporation
Radiant is the developer and marketer of InfraTek. The InfraTek Deicing System is the only non-glycol based alternative to the conventional pre-flight ground deicing process approved for use by the US Federal Aviation Administration. InfraTek offers savings to airports and airlines by reducing treatment costs and by significantly reducing the negative environmental impact of glycol.
The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
This press release may contain forward-looking statements, including statements regarding the business and anticipated financial performance of Radiant Energy Corporation, which involve risks and uncertainties. These risks and uncertainties may cause Radiant's actual results to differ materially from those contemplated by the forward- looking statements. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.