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SERVICES OR DISSEMINATION IN THE UNITED
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CALGARY, Feb. 7, 2019 /CNW/ - Eguana Technologies Inc.
("Eguana" or the "Company") (TSXV: EGT) (OTCQB:EGTYF)
is pleased to announce that it has issued 300,000 shares of newly
created Series A First Preferred Shares (the "Series A Shares") at
$10.00 per Series A Share (the
"Issue Price") for aggregate gross proceeds of $3,000,000 (the "Offering"). The Series A
Shares were issued and sold to the Company's largest shareholder
DHCT II Luxembourg SARL (the "Investor"), the investment
vehicle of funds managed by Doughty Hanson & Co Managers
Limited ("Doughty Hanson"), to support working capital
requirements for Eguana's growth plan.
The Series A Shares are convertible by the Investor at any time
into common shares of the Company at a price of $0.24 per common share. The Company may force
conversion of the Series A Shares once its TSX-V listed share price
is equal to or greater than $0.60 for
at least 60 consecutive days.
"Doughty Hanson continues to support the Company through our
global expansion and ramping up of revenues and these funds will
enable the immediate transition to contract manufacturing,
significantly increasing our production capability," commented
Justin Holland, Eguana Chief
Executive Officer. "Over the last six months the team has been very
successful attracting channel partners in our target markets, and
this investment will ensure product availability."
In connection with the Offering, the Company and the Investor
also entered into a loan settlement and conversion agreement
whereby an additional 134,860 Series A Shares were issued to the
Investor at the deemed Issue Price to replace the existing
$1,300,000 secured loan facility
previously disclosed on August 22,
2018.
The securities issued under the Offering are subject to a four
month and one day hold period. The Offering remains subject to
final approval of the TSX Venture Exchange. The Series A Shares
acquired as part of the Offering were acquired by the Investor for
investment purposes pursuant to the "accredited investor" exemption
in section 2.3 of National Instrument 45-106 - Prospectus and
Registration Exemptions. The Series A Shares acquired as part of
the Loan Conversion were acquired by the Investor for investment
purposes pursuant to the "securities for debt" exemption in section
2.14 of National Instrument 45-106 - Prospectus and Registration
Exemptions.
The purchase of Series A Shares by the Investor 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 related party
transaction is exempt from minority approval, information circular,
and formal valuation requirements pursuant to the exemptions
contained in Sections 5.7 (1)(a) and 5.5(a) of MI 61-101, as
neither the fair market value of the gross securities issued under
the Offering nor the consideration paid by the Investor exceed 25%
of the Company's market capitalization. The Company did not file a
material change report 21 days before the closing of the Offering
since details were not settled until shortly prior to closing and
the Company wished to complete the Offering as soon as
possible.
About Eguana Technologies Inc.
Based in Calgary, Alberta
Canada, Eguana Technologies Inc. (EGT: TSX.V) (OTCQB: EGTYF)
designs and manufactures high performance residential and
commercial energy storage systems. Eguana has two decades of
experience delivering grid edge power electronics for fuel cell,
photovoltaic and battery applications, and delivers proven,
durable, high quality solutions from its high capacity
manufacturing facilities in Europe
and North America.
With thousands of its proprietary energy storage inverters
deployed in the European and North American markets, Eguana is one
of the leading suppliers of power controls for solar
self-consumption, grid services and demand charge applications at
the grid edge. To learn more, visit www.eguanatech.com or
follow us on Twitter @EguanaTech
Forward Looking Information
The reader is advised that some of the information herein may
constitute forward-looking statements and forward-looking
information (together, "forward-looking statements") within the
meaning assigned by National Instrument 51-102 – Continuous
Disclosure Obligations and other relevant securities legislation.
In particular, we include, among other things: statements
pertaining to the use of proceeds and the Company's ability to
obtain necessary approvals from the TSX Venture Exchange.
Forward-looking statements are not a guarantee of future
performance and involves a number of risks and uncertainties. Many
factors could cause the Company's actual results, performance or
achievements, or future events or developments, to differ
materially from those expressed or implied by the forward-looking
information. Readers are cautioned not to place undue reliance on
forward-looking information, which speaks only as of the date
hereof. Readers are also directed to the "Risk Factors" section of
the Company's most recent audited financial statements which may be
found on its website or at sedar.com The Company does not undertake
any obligation to release publicly any revisions to forward-looking
statements contained herein to reflect events or circumstances that
occur after the date hereof or to reflect the occurrence of
unanticipated events, except as may be required under applicable
securities laws.
Neither the TSXV nor its Regulation Services Provider (as
that term is defined in the policies of the TSXV) accepts
responsibility for the adequacy or accuracy of this
release.
SOURCE Eguana Technologies Inc.
