NEWZ -- Global Green arranges $5-million offering with Bayfront
2013-09-05 18:18 ET - News Release
Mr. Randy Hayward reports
GLOBAL GREEN ENTERS INTO AN AGREEMENT WITH BAYFRONT CAPITAL
Global Green Matrix Corp. has entered into an engagement agreement with Bayfront Capital Partners Ltd. whereby Bayfront will act as agent for and on behalf of the company, on a best efforts agency basis without underwriter liability, in connection with a proposed private placement offering. The proposed financing is exclusive to North America of up to $5-million principal amount of a 12-per-cent secured convertible debenture of the company maturing in three years from the closing date of the offering.
Royalty
Until the maturity date, each holder of the debentures will also be entitled to a pro rata share of a 3-per-cent gross overriding royalty over the aggregate revenues generated by the company from its active and revenue-generating truck fleet multiplied by the total number of trucks built by the company using the proceeds raised under this offering divided by the total number of active and revenue-generating trucks constituting the company's truck fleet.
Conversion
Principal is convertible at the option of the holder at any time before maturity into common shares in the capital of the company at a conversion price of 20 cents per common share.
Prepayment
Commencing 18 months following the closing date, the company shall have the option to prepay in cash 50 per cent of the principal amount of debentures outstanding without penalty. In connection with this offering, the agent will be compensated by payment of a cash commission and issuance of agent's warrants. The agent's warrants will be exercisable for common shares at a price of 20 cents per share for a period of two years from the closing date. These debentures will be marketed to qualified investors in Ontario, British Columbia and such other offering jurisdiction that is mutually agreed upon by Bayfront and the company in reliance on applicable exceptions and registration requirements.
Proceeds from the placement will be used to finance the company's expenditure on purchasing new frack water-heating units used in the work performed by its subsidiary Intercept Rentals and the balance to be used for general working capital.
About Bayfront Capital Partners
Bayfront Capital Partners is a specialty investment banking boutique with a specific focus on advising and raising capital for private and small-cap companies. The firm's particular area of emphasis is metals and mining, energy, agriculture, technology, and biotechnology sectors.