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Radient Technologies Inc. Announces up to CAD $15.4 Million in Debenture Financings and Provides Corporate Update

EDMONTON, Alberta, Feb. 10, 2020 (GLOBE NEWSWIRE) — Radient Technologies Inc. (“Radient” or the “Company”) (TSX Venture: RTI; OTCQX: RDDTF), a global commercial manufacturer of high quality cannabinoid-based ingredients, formulations and products, is pleased to announce a total financing package of up to CAD $15,400,000 through the issuance of up to $10.4 million of unsecured convertible notes (the “Notes”) and up to $5 million of unsecured debentures (the “Debentures”).

$10.4 Million Note Financing with Institutional Investor

Radient has entered into a non-binding Letter of Intent (the LOI”) with an institutional investor to subscribe for up to CAD $10,400,000 of convertible notes (the “Notes”).  Attached to the Notes will be share purchase warrants with the terms described below (the “Warrants”).

The Notes and accompanying Warrants shall be issuable in separate tranches (each a “Tranche“). The Notes shall be convertible into, and the Warrants shall be exercisable for, common shares (“Common Shares“) in the capital of the Company, at prices to be determined at the closing of each Tranche.

The Company shall issue the Notes in the principal amount of $2,000,000 for the two initial tranches (the “Initial Tranche“) and shall issue Notes in the principal amount of $800,000 for each subsequent Tranche (each, a “Subsequent Tranche“) based on a liquidity multiple and, in respect of each Tranche, accompanying Warrants, as described herein. The subscription price for each Note is 95% of its face value and the Notes shall bear no interest and the maturity date of the Notes shall be for a month.

The conversion price of the Notes will be based on the closing volume weighted average trading price at the time preceding signing. The First Tranche and each Subsequent Tranche will also include Warrants exercisable for a period of one year for such number of Common Shares as is equal to 30% of the total commitment The exercise price of the Warrants will be determined at each closing and will be priced at a minimum 5% premium to the applicable conversion price for such Tranche.

There will be no maintenance fees paid and an 8% commitment fee will be paid in shares for the total commitment. The closing of this transaction is subject to due diligence, regulatory approvals including approval of the TSX Venture Exchange (“TSXV”) and execution of definitive documentation.

CAD $5 Million Debenture Financing

In addition to the above, Radient announces a CAD $5 million non-brokered debenture financing (the “Debenture Financing”). The Debentures are unsecured and have an interest rate of 15% per annum. The Debentures will mature on the date that is the 12-month anniversary from the Closing Date (the “Maturity Date”).  The Company will issue to the Debenture holders such number of common share purchase warrants (the “Warrants”) equal to 50% of the principal value of the Debentures. Each Warrant will be exercisable into one common share of the Company at an exercise price of CAD $0.70 per share and have a 24-month expiry from the Closing Date.  The Debenture Financing is expected to close in tranches and is subject to TSXV approval.

The Company plans to use the proceeds from the both financings for growth initiatives and for general working capital purposes.

Denis Taschuk, President & CEO of Radient commented, “We are pleased to have this financing along with the sale/leaseback in place as it will allow us to continue along our current growth trajectory, which includes the completion of the building construction of our 89,000 sq ft Edmonton III facility. In addition, the access to working capital that this financing provides gives us a strong foundation as we continue to accelerate our ‘Cannabis 2.0’ initiatives.”

Corporate Update:

Cannabis 2.0 Initiatives

As the Canadian Cannabis industry prepares for Cannabis 2.0 product introductions the Company is well placed to support industry participants through its own product offerings.  Within the Company’s near-term product pipeline is a range of intermediate, white-label, and formulated offerings to support prospective customers’ Cannabis 2.0 initiatives.  These offerings range from resins and high purity distillates to stable infusions and emulsions, all of which enable the development of food and beverage, vaping, and personal care products both at large and “craft” scale.  The initial intermediate products from this pipeline are expected to launch in February 2020, followed by additional oil and oil capsule products, THC concentrates, and topical products over the subsequent two to three months.

Sale-Leaseback Transaction

Further to the news release dated January 14, 2020, Radient is pleased to announce progress on the sale leaseback transaction. This is part of an asset-backed financing incorporating both the land and buildings and equipment financing. As per the binding LOI previously announced on January 14, 2020, 223801 Alberta Ltd (the “Purchaser’) will purchase the land and buildings comprising the Company’s Edmonton I, II and III facilities (the “Land’) for approximately CAD $20 million. Due diligence is substantially complete and the parties are proceeding to finalizing definitive documentation.  The Company continues to work on arranging additional equipment financing (the “Equipment Financing”) that was initially announced in Radient’s press release dated November 29, 2019. The Equipment Financing is expected to incorporate the equipment contained within the Edmonton I, II, and III facilities that will include equipment upgrades for high purity distillates, resins, downstream finishing and processing. Radient will update shareholders when the terms of this Equipment Financing have been finalized. The purchase and sale agreement is expected to close in calendar Q2, 2020.

About Radient
Radient Technologies is a commercial manufacturer of high quality cannabinoid based formulations, ingredients and products. Utilizing a proprietary extraction and downstream processing platform that recovers up to 99% of cannabinoids from the cannabis plant, Radient develops specialty products and ingredients that contain a broad range of cannabinoid and terpene profiles while meeting the highest standards of quality and safety. Please visit www.radientinc.com for more information.

SOURCE: Radient Technologies Inc.

Contact: Caitlin Cheadle, Director of Communications: ccheadle@radientinc.com

Forward Looking Information:
This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information includes, without limitation, statements regarding the closing of the proposed Note and debenture financings and the sale and leaseback transaction, the growth of the Company’s business operations; the construction of the Company’s facilities; the Company’s ability to grow its business in the cannabis sector and the Company’s future plans. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Radient, as the case may be, to be materially different from those expressed or implied by such forward-looking information. Although Radient has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Radient does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

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.

Nasdaq, Inc. Announces Proposed Senior Notes Offering

NEW YORK, Feb. 10, 2020 (GLOBE NEWSWIRE) — Nasdaq, Inc. (the “Company”) (Nasdaq: NDAQ) today announced that it plans to offer, subject to market and other conditions, Euro-denominated senior notes (the “Offering”). The Company expects to use the net proceeds from the Offering to refinance indebtedness and for other general corporate purposes.

J.P. Morgan Securities plc, Nordea Bank Abp, Skandinaviska Enskilda Banken AB (publ) and Wells Fargo Securities International Limited will act as joint book-running managers for the Offering. HSBC Securities (USA) Inc., ICBC Standard Bank, Merrill Lynch International, Mizuho International plc, Siebert Williams Shank & Co., LLC and The Toronto-Dominion Bank are acting as co-managers for the Offering.

The Offering will be made pursuant to an effective shelf registration statement, previously filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”). Before investing, you should read the prospectus supplement and accompanying prospectus, as well as other documents the Company has filed with the SEC, for a more complete understanding of the Company and the Offering. These documents are available for free by visiting EDGAR on the SEC website at www.sec.gov.

Alternatively, copies may be obtained by contacting J.P. Morgan Securities plc at 25 Bank Street, Canary Wharf, London E14 5JP, United Kingdom, Facsimile: +44 20 3493 0682, Attention: Head of Debt Syndicate and Head of EMEA Debt Capital Markets Group; Nordea Bank Abp, C/O Nordea Danmark, Grønjordsvej 10, DK-2300 Copenhagen S, Denmark, Attention: Syndicate – Transaction Management; Skandinaviska Enskilda Banken AB (publ), Kungsträdgårdsgatan 8, 106 40, Stockholm, Sweden; Wells Fargo Securities International Limited, 33 King Street, London EC4R 9AT, Phone: +44 (0)20 3942 8537.

This press release is for informational purposes only and shall not constitute an offer to sell or a solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

MiFID II professionals/ECPs-only/No PRIIPs KID – Manufacturer target market (MiFID II product governance) is eligible counterparties and professional clients only (all distribution channels). No PRIIPs key information document (KID) has been prepared as not available to retail in the European Economic Area or the United Kingdom.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Information set forth in this communication contains forward-looking statements that involve a number of risks and uncertainties. The Company cautions readers that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. These statements include, but are not limited to, statements about the Offering, the Company’s plans, objectives, expectations and intentions and other statements that are not historical facts. Forward-looking statements involve a number of risks, uncertainties or other factors beyond the Company’s control. These factors include, but are not limited to, the Company’s ability to implement its strategic initiatives, economic, political and market conditions and fluctuations, government and industry regulation, interest rate risk, U.S. and global competition, and other factors detailed in the Company’s filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 10-K and quarterly reports on Form 10-Q which are available on the SEC’s website at www.sec.gov. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

ABOUT NASDAQ

Nasdaq (Nasdaq: NDAQ) is a global technology company serving the capital markets and other industries. Its diverse offering of data, analytics, software and services enables clients to optimize and execute their business vision with confidence.

MEDIA RELATIONS CONTACT:

Allan Schoenberg
+1.212.231.5534
allan.schoenberg@nasdaq.com

INVESTOR RELATIONS CONTACT:

Ed Ditmire, CFA
+1.212.401.8737
ed.ditmire@nasdaq.com

-NDAQF-

Health screening done for 5,000 passengers passing through Kukup International Ferry Terminal

A total of 5,000 passengers who entered the state through the Kukup International Ferry Terminal here, have undergone health screening in the wake of 2019 novel coronavirus infections.

Johor Public Works, Transport and Infrastructure Committee chairman Mohd Solihan Badri said the health screening provided by personnel from the Pontian District Health Department, had begun on Jan 29.

All the 5,000 passengers screened had recorded normal body temperature, he added.

Mohd Solihan said the terminal offered journeys on one route only, between Kukup and Tanjung Balai in Karimun, Indonesia, with five departures for Kukup on a daily basis.

Speaking to the media after visiting the terminal today and observing the health screening underway, the executive councillor said on average, 470 passengers passed through the terminal every day. He also distributed face masks to passengers.

According to Mohd Solihan, the state health department had organised a briefing on steps to curb the infection, on Jan 31 for staff of the Public Transportation Corporation of Johor (PAJ), and other relevant agencies which conduct operations at the terminal.

Source: BERNAMA (News Agency)

Two new cases of coronavirus in Singapore, bringing total to 45

The Singapore Ministry of Health (MOH) has confirmed two more positive cases of novel coronavirus in the republic, bringing the total to 45.

One of the cases involved a 37-year-old male Singapore citizen who had gone to work at Certis Cisco Centre and had been on duty at Chingay 2020, said MOH in its latest update today.

The other new case involved a two-year-old Singaporean girl who was evacuated from Wuhan on Jan 30.

MOH noted that one patient was discharged from hospital today, bringing to seven the number of people who have fully recovered from the infection.

Of the 38 confirmed cases who are still in hospital, most are stable or improving while seven are in critical condition, it said.

According to MOH, of the 23 locally transmitted cases, epidemiological investigations and contact tracing have uncovered links between 15 of the cases with the three currently known clusters.

The known clusters are linked to The Life Church and Missions Singapore; Yong Thai Hang, a Chinese health products shop; and the private business meeting held at Grand Hyatt Singapore from Jan 20 to 22.

Source: BERNAMA (News Agency)

Ministry monitoring panic buying by Singaporeans in Johor

The Domestic Trade and Consumer Affairs Ministry (KPDNHEP) has been conducting surveillance in Johor since Saturday to ensure there is no panic buying of essential food or household items by Singaporeans in the state.

The ministry in a statement today said that inspections were carried out around Johor Bahru, Iskandar Puteri, Pasir Gudang and Kulai to ensure that controlled items, food and other basic items were sufficient for Malaysians.

It said 604 premises had been inspected involving 60 enforcement officers in the two-day operation.

The data received by the ministry from wholesalers related to stock of controlled items such as sugar, cooking oil and flour were sufficient for consumers in Johor, the statement said.

Monitoring was also conducted to ensure that there was no hiding of controlled goods among retailers and the selling prices were according to the prices set by the government.

According to the statement, surveillance was carried out following a video clip showing panic buying in Singapore after the government there raised its Disease Outbreak Response System Condition (DORSCON) level from Yellow to Orange (its second highest alert level) for the 2019 novel coronavirus outbreak.

On the sale of face masks, the Domestic Trade and Consumer Affairs Ministry’s statement said its state office in Johor was still conducting investigations after getting 65 complaints.

The statement said from 187 inspections carried out, two premises had been selling the controlled item at a higher price from the price set and they were compounded RM500 and RM10,000, respectively.

Source: BERNAMA (News Agency)

UniSZA, MTM ink MoU on aquaculture cooperation

Universiti Sultan Zainal Abidin (UniSZA) and homegrown aquaculture company Micronutrients Technologies Malaysia Sdn Bhd (MTM) today signed a memorandum of understandings (MoU) for greater cooperation in aquaculture.

UniSZA vice-chancellor Prof Datuk Dr Hassan Basri Awang Mat Dahan said the cooperation would involve the university’s tilapia breeding project and students’ activities and research in aquatic science.

With the MoU, both parties will indulge in aquaculture activities on a 30-acre land at the university’s campus in Besut.

Apart from that, MTM will also offer industrial training to UniSZA Faculty of Bioresources and Food Industry students, as well as employment opportunities to the graduates, he said in a statement issued in conjunction with the MoU signing ceremony here today.

MTM breeds tilapia of Grade C to Grade A locally and the company aspires to expand its market globally in the future.

At the event, the university was represented by Dr Hassan Basri and Registrar Ismail Ahmad, while MTM was represented by its chief executive director Datuk Alex E.E Lye Dean and technical executive officer Terry Goh.

Source: BERNAMA (News Agency)

Gen Affendi reaffirms Malaysia’s bilateral defence ties with Singapore

The Chief of the Malaysian Armed Forces (MAF), General Tan Sri Affendi Buang’s visit underscores the long-standing defence relations between Singapore and Malaysia, according to the republic’s Ministry of Defence (MINDEF) today.

Affendi who is on his introductory visit to Singapore from Feb 9 to 12, had called on Minister for Defence, Dr Ng Eng Hen at the ministry this afternoon, said MINDEF on its website.

During their meeting, the ministry said Dr Ng and Affendi affirmed Singapore and Malaysia’s long-standing bilateral defence ties and discussed how the Singapore Armed Forces (SAF) and MAF could strengthen cooperation to deal with common security challenges in the region.

While at MINDEF, Affendi also called on the republic’s Chief of Defence Force, Lieutenant-General Melvyn Ong and reviewed a guard of honour.

As part of his programme, MINDEF said Affendi visited the Second People’s Defence Force at Clementi Camp, where he observed a Peacetime Contingency Operations demonstration.

He also viewed a static display of Army assets and weapon systems, and had a familiarisation ride on the Peacekeeper Protected Response Vehicle.

On Feb 11, Affendi will view the aerial and static displays, and tour the booths at the Singapore Airshow 2020 at the Changi Exhibition Centre.

He will also visit RSS Singapura – Changi Naval Base in the afternoon, where he will be hosted at the Information Fusion Centre and aboard the Formidable-class frigate, RSS Supreme.

The SAF and MAF interact regularly through a wide range of activities, including bilateral exercises, visits and exchanges, cross-attendance of courses, as well as through multilateral platforms like the Five Power Defence Arrangements (FPDA) and ASEAN Defence Ministers’ Meeting (ADMM)/ADMM-Plus.

These interactions have strengthened mutual understanding and professional ties between the personnel of both armed forces.

Source: BERNAMA (News Agency)