exactEarth Announces Redemption of 2023 Convertible Unsecured Subordinated Debentures
CAMBRIDGE, ON, Jan. 8, 2021 /CNW/ - exactEarth Ltd. ("the Company") (TSX: XCT), a leading provider of Satellite-AIS data services, announces that it has issued a redemption notice (the "Redemption Notice") to redeem in full (the "Redemption") all of its outstanding convertible unsecured subordinated debentures due December 13, 2023 (the "Debentures"). As of the date hereof there is an aggregate of $13 million principal amount of Debentures outstanding.
"The satisfaction of the Convertible Debentures in equity represents a significant improvement in the leverage of the Company and eliminates the significant cash cost in respect of interest," said Peter Mabson, President and CEO of exactEarth. "Following a strong fiscal 2020, and now going forward with a much cleaner balance sheet, we are well positioned to maintain our positive momentum, expand our customer and partner relationships and grow our base of recurring subscription revenue."
Notwithstanding the Company's issue of the Redemption Notice, the Company expects that holders of Debentures will convert their Debentures in accordance with their terms rather than have Debentures redeemed. Debenture holders have the right, by giving notice to the Company by no later than 5:00 p.m. (Toronto time) on February 8, 2021, to elect to convert their Debentures into common shares in the capital of the Company ("Common Shares") in accordance with the terms of the Debentures. Upon conversion of the Debentures, each $1,000 principal amount of Debentures is convertible into 2,000 Common Shares. Assuming all of the Debentures are converted, 26 million Common Shares will be issued in satisfaction of such conversion. Holders are also entitled to accrued and unpaid interest up to the date of conversion. Upon conversion by the holder, the Company has the option to elect to satisfy accrued and unpaid interest on the Debentures in cash or by the issue of Common Shares at the then Current Market Price (as defined in the certificates representing the Debentures) on the date upon which holders provide a notice of conversion to the Company. As of the date hereof, the accrued and unpaid interest on the Debentures is $1,628,384. All non-converted Debentures will then be redeemed on February 9, 2021 (being the redemption date) as described below.
The redemption price for the Debentures will be 100% of the aggregate outstanding principal amount ("Redemption Price"), together with accrued and unpaid interest up to, but excluding, the Redemption Date. In accordance with the terms of the Debentures, the Company has elected to satisfy its obligation to pay the Redemption Price by issuing to Debenture holders Common Shares and to pay all accrued and unpaid interest up to, but excluding, the Redemption Date, in cash. Provided that Debentures are not converted in accordance with their terms as discussed above, the Company will deliver 12,441,386 Common Shares in satisfaction of the Redemption Price along with $1,725,260 in cash to satisfy all accrued and unpaid interest up to, but excluding, the Redemption Date. The number of Common Shares delivered was determined by dividing the Redemption Price by the then Current Market Price (as defined in the terms of the Debentures) of the Common Shares on the date of the Redemption Notice Date in accordance with the terms of the Debentures. The Current Market Price of a Common Share on the Redemption Notice date is $1.0449. The Redemption was approved by all disinterested members of the Board of Directors.
About exactEarth Ltd.
exactEarth is a leading provider of global maritime vessel data for ship tracking and maritime situational awareness solutions. Since its formation in 2009, exactEarth has pioneered a powerful new method of maritime surveillance called Satellite AIS and has delivered to its clients a view of maritime behaviours across all regions of the world's oceans unrestricted by terrestrial limitations. exactEarth's second-generation constellation, exactView RT, securely relays satellite-detected AIS vessel signals from any location on the earth's surface to the ground in seconds – thus enabling global real-time vessel tracking. This unique capability consists of 58 advanced satellite payloads designed and built by L3Harris Technologies, Inc. under agreement with exactEarth and that are hosted onboard the Iridium NEXT constellation of satellites. www.exactearth.com
Forward-Looking Statements
This news release contains statements that, to the extent they are not recitations of historical fact, may constitute "forward-looking statements" within the meaning of applicable Canadian securities laws. Forward-looking statements may include financial and other projections, as well as statements regarding exactEarth's future plans, anticipated actions taken by holders of convertible debentures, our ability to continue as a going concern, objectives or economic performance, or the assumptions underlying any of the foregoing, including statements regarding, among other things, expectations of actions taken by holders of convertible debentures. exactEarth uses words such as "may", "would", "could", "will", "likely", "expect", "anticipate", "believe", "intend", "plan", "forecast", "project", "estimate" and similar expressions to identify forward-looking statements. Any such forward-looking statements are based on assumptions and analyses made by exactEarth in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors exactEarth believes are appropriate under the relevant circumstances. However, whether actual results and developments will conform to exactEarth's expectations and predictions is subject to any number of risks, assumptions and uncertainties. Many factors could cause exactEarth's actual results, historical financial statements, or future events to differ materially from those expressed or implied by the forward-looking statements contained in this news release. These factors include, without limitation: uncertainty in the global economic environment; fluctuations in currency exchange rates; delays in the purchasing decisions of exactEarth's customers; the competition exactEarth faces in its industry and/or marketplace; the further delayed launch of satellites, the anticipated benefits of the A&R SABA; the financial impact of the Myriota transaction; the impact of the COVID-19 pandemic on customers and the market generally, the reduced scope of significant existing contracts; and the possibility of technical, logistical or planning issues in connection with the deployment of exactEarth's products or services.
SOURCE exactEarth Ltd.
INVESTORS: Dave Mason, Investor Relations, Tel: +1 416-247-9652, [email protected]
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