RE Royalties and Baetis Ventures Complete Qualifying Transaction and Concurrent Financing

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VANCOUVER, BC / ACCESSWIRE / November 6, 2018 / Baetis Ventures Ltd. ("Baetis"or the "Company") (TSX-V: BATS.P) and RE Royalties Ltd. ("RE Royalties"), announce that Baetishas completed its qualifying transaction (the "Qualifying Transaction") inaccordance with the TSX Venture Exchange Inc. (the "TSX‐V") Policy 2.4 Capital Pool Companies.

Asa result of the Qualifying Transaction, Baetis has been renamed RE RoyaltiesLtd., and the current RE Royalties Ltd. became a wholly-owned subsidiary of theCompany and was renamed RE Royalties (Canada) Ltd.The common shares of the Company are expected to begin trading asa Tier 1 Issuer on the TSX‐V under the symbol "RE" on Tuesday, November 13,2018.

SuccessfulCompletion of Qualifying Transaction and Financing

Furtherto the Company's press release on September 24, 2018, each of the Company andRE Royalties completed the following non-brokered private placement financingsfor total gross proceeds of $13,223,700 (the "Financing"):

  • RE Royalties issued 12,916,700common shares at $1.00 per common share for gross proceeds of $12,916,700 ("REPrivate Placement"). All of the common shares issued in connection with the REPrivate Placement became free trading upon the completion of the QualifyingTransaction.

  • Baetis issued 307,000 commonshares at $1.00 per common share for gross proceeds of $307,000 ("BaetisPrivate Placement"). The purpose of the Baetis Private Placement was to allowinvestors to participate using funds in their registered accounts. All of thecommon shares issued in connection with the Baetis Private Placement aresubject to a four month hold period under applicable Canadian securitiespolicies.

Inconnection with the Qualifying Transaction, certain warrant holders of RERoyalties also exercised 1,500,000 warrants at a price of $0.50 per warrant foradditional proceeds of $750,000.

TheCompany paid fees of $86,322 and issued 18,109 warrants to certain finders inconnection with the Financing. The warrants issued to the finders have a 2-yearterm and are exercisable at $1.00 per common share.

Followingthe closing of the Qualifying Transaction, the Company will issue a $500,000unsecured, convertible note ("Convertible Note") to an arms-length party, subject to the approval of the TSX-V. TheConvertible Note shall be convertible into common shares of the Company aconversion price of $1.00 per share, with a term of 24 months from the date ofissue, and bear an annual interest rate of 7% per annum. Followingthe closing of the Qualifying Transaction and the issuance of the ConvertibleNote, the capital structure of the Company will be as follows:

Common Shares
Warrants
Share Purchase Options
Convertible Note

32,107,223
584,776
1,180,000
500,000

7,401,669common shares (the "Escrowed Shares"), have been deposited into escrow inaccordance with TSX-V Policy 5.4 -Escrow, Vendor Considerations and Resale Restrictions and will be releasedpursuant to an escrow agreement among Computershare Trust Company of Canada, asescrow agent, the Company and the holders of the Escrowed Shares. 5,840,002 ofthe Escrowed Shares are held by Principals of the Company. Twenty-five percent(25%) of the Escrowed Shares became free trading upon issuance of the TSX-Vbulletin granting final approval for the Qualifying Transaction (the "FinalBulletin"), and then a further 25% will be released from escrow on each of thedates that are 6, 12, and 18 months after the date of the Final Bulletin.

Followingthe completion of the Qualifying Transaction, the board of directors of theCompany will be comprised of Marchand Snyman (Chair), Jill Leversage, Paul Larkinand Rene Carrier, and the executive officers will be Bernard Tan (CEO), PeterLeighton (COO), Luqman Khan (CFO) and Trevor Thomas (Corporate Secretary).

Readersare referred to the filing statement of the Company dated October 19, 2018which was prepared in accordance with the requirements of the TSX-V and filedunder the Company's profile on SEDAR at www.sedar.com.

RERoyalties CEO and co-founder Bernard Tan commented, "We are very pleased tocomplete the Qualifying Transaction and financing.We are a growing royalty financing companyfocused on building a portfolio of long-term, stable, diversified royaltiesfrom renewable energy projects around the world.This transaction and the financing shouldallow us to continue our growth whilst seeking to provide investors with strongreturns, robust sustainable growth, a stable yield, and strong protection ofcapital. We are applying the well-proven royalty business model to the growingrenewable energy sector."

"Theglobal market for renewable energy is extremely large and continues to growrapidly while the cost of generating energy from renewable sources isdecreasing exponentially," said COO and co-founder Peter Leighton."We already own 11 royalties across 493 megawattsof Solar, Wind and Hydro energy generation projects in Canada, Europe and theUnited States and our pipeline of new opportunities is strong.The Company seeks to provide a non-dilutive,flexible, and low cost financing alternative that frees up capital."

OtherInformation

Inconnection with the completion of the Qualifying Transaction, the followingcorporate alterations were completed: (i) Baetis. consolidated its sharecapital on the basis of 3 old Baetis shares for one new Baetis share, (ii) Baetischanged its name to RE Royalties Ltd.; and(iii) RE Royalties changed its name to RE Royalties (Canada) Ltd. The Companyalso paid finders' fees in connection with the Qualifying Transaction throughthe issuance of 200,000 post-consolidation shares of the Company.

Thesecurities offered have not been and will not be registered under the U.S.Securities Act of 1933, asamended,and may not be offered or sold in the United States absent registration or anapplicable exemption from the registration requirements of such Act. This pressrelease shall not constitute an offer to sell or the solicitation of an offerto buy the securities in any jurisdiction.

AboutRE Royalties

RERoyalties is a growing royalty financing company focused on building aportfolio of long term, stable, diversified royalties from renewable energyprojects around the world.Our solutionsseek to provide a non-dilutive, flexible and low-cost financing alternativewhich allows our clients to free up capital in order to grow theirbusiness.

Forfurther details on RE Royalties, please visit www.reroyalties.com or contact usat (778) 374-2000 or send us an email at info@reroyalties.com.

BernardTan
CEO

Neitherthe TSX Venture Exchange nor its Regulation Services Provide (as that term isdefined in the policies of the TSX Venture Exchange) accepts responsibility forthe adequacy or accuracy of this release.

ForwardLooking Statements

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This news release includes forward-looking information andforward-looking statements (collectively, "forward-lookinginformation") with respect to the Company and within the meaning ofCanadian securities laws. Forward looking information is typically identifiedby words such as: believe, expect, anticipate, intend, estimate, postulate andsimilar expressions, or are those, which, by their nature, refer to futureevents. This information represents predictions and actual events or resultsmay differ materially.Forward-lookinginformation may relate to the Company's future outlook and anticipated eventsor results and may include statements regarding the Company's financialresults, future financial position, expected growth of cash flows, businessstrategy, budgets, projected costs, projected capital expenditures, taxes,plans, objectives, industry trends and growth opportunities. Forward-lookinginformation contained in this news release is based on certain assumptionsregarding expected growth, results of operations, performance, industry trendsand growth opportunities.

While management considers these assumptions to be reasonable,based on information available, they may prove to be incorrect. Forward-lookingstatements involve known and unknown risks, uncertainties and other factorswhich may cause the actual results, performance or achievements of the Companyto be materially different from any future results, performance or achievementsexpressed or implied by the forward-looking statements. These risks, uncertaintiesand other factors include, but are not limited to risks associated with generaleconomic conditions; adverse industry events; marketing costs; loss of markets;future legislative and regulatory developments involving the renewable energyindustry; inability to access sufficient capital from internal and externalsources, and/or inability to access sufficient capital on favourable terms; therenewable energy industry generally, income tax and regulatory matters; theability of the Company to implement its business strategies including expansionplans; competition; currency and interest rate fluctuations, and the otherrisks.

The reader is referred to the Company's most recent filings onSEDAR for a more complete discussion of all applicable risk factors and theirpotential effects, copies of which may be accessed through the Company'sprofile page at www.sedar.com.

SOURCE: Baetis Ventures Ltd.

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