VOTI Detection Amends Credit Facility, Issues Shares in Payment of Interest on Outstanding Debentures and Grants RSUs
June 30, 2020
VOTI Detection Inc. ("VOTI" or the "Company") (TSXV: VOTI), a leading-edge Canadian technology company that develops latest-generation X–ray security systems based on 3D Perspective™...
MONTREAL, June 30, 2020 /CNW Telbec/ - VOTI Detection Inc. ("VOTI" or the "Company") (TSXV: VOTI), a leading-edge Canadian technology company that develops latest-generation X–ray security systems based on 3D Perspective™ technology, today announced that it has entered into an amended credit facility agreement (the "Amended Facility Agreement") which amends the terms of a revolving credit facility agreement (the "Original Agreement") entered into with Espresso Capital Ltd. ("Espresso") on January 8, 2019, and as subsequently amended, and pursuant to which the Company has borrowed an amount of $3,650,000 as of today's date. Under the Amended Facility Agreement, the Company will have to repay $1 million of the unpaid advances in 12 monthly instalments starting December 31, 2020 (under the Original Agreement, such amount was due on April 30, 2020) and the Company will have to maintain a net working capital of $8,000,000 (under the Original Agreement, the Company had to maintain certain debt to market capitalization and working capital ratios). Amounts drawn on this facility bear interest at 15.25% per annum and the facility matures on June 30, 2022. The calculation of the authorized credit limit of the facility has not changed from the Original Agreement, and is based on a multiple of gross profit less debt in priority. The maximum authorized credit limit is $7,500,000. In consideration for entering into the Amended Facility Agreement, the Company will issue to Espresso warrants exercisable for a period of 7 years to purchase 285,714 common shares of the Corporation at the price of $0.70 per share with an option for cashless exercise. VOTI and Espresso deal at arm's length.
VOTI also announces its intention to issue 130,606 common shares of the Company (the "Common Shares") at a deemed price of $0.60 per Common Share in payment of an aggregate of $78,361 in interest owing on the Company's 10.0% senior unsecured convertible debentures due on June 30, 2020 (the "Debentures"). Under the terms of the Debentures, the Company has the option to pay the interest on the Debentures in either cash or Common Shares on the terms set forth in the Debentures. The issuance of Common Shares in payment of interest on the Debentures is subject to the acceptance by the TSX Venture Exchange. The Common Shares issued in payment of interest on the Debentures will be subject to a four month hold period.
The Company also announces that the Board of Directors has today granted a total of 880,000 Restricted Share Units to three senior executive officers and one employee of the Corporation under its Restricted Share Unit Plan.
About VOTI Detection
VOTI Detection, headquartered in Montreal, Quebec, and listed on the TSX Venture Exchange, is a leading-edge Canadian technology company that develops latest-generation X-ray security systems based on 3D Perspective™ technology. VOTI's technology produces remarkably sharp and more revealing X-ray images that are competitively superior while delivering enhanced threat detection capabilities and an improved user experience. Since its inception, VOTI has installed scanners in more than 50 countries and has consulted heavily with government agencies and security specialists worldwide to develop feature-rich and easy-to-use scanners that meet the sophisticated needs of modern security screening operations. www.votidetection.com
Notice regarding forward-looking statements:
This release includes forward-looking information within the meaning of Canadian securities laws regarding VOTI Detection and its business. Often, but not always, forward-looking information can be identified by the use of words such as "plans", "is expected", "expects", "scheduled", "intends", "contemplates", "anticipates", "believes", "proposes" or variations (including negative 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. Such statements are based on the current expectations of the management of VOTI Detection, and are based on assumptions and subject to risks and uncertainties. Although the management of VOTI Detection believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this release may not occur by certain specified dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting the company, including risks regarding the threat detection technology industry, failure to obtain regulatory approvals, economic factors, management's ability to manage and to operate the business of VOTI Detection, the equity markets generally and risks associated with growth and competition. Although VOTI Detection has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on any forward-looking statements or information. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and VOTI Detection does not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise. In addition, the current situation and future developments with respect to the COVID-19 pandemic could cause certain of the assumptions and information set forth herein or the fact that on which such assumptions are based to differ materially from previous expectations including in respect of demand for our products, supply chain and availability of materials, mobility and shipping of materials and or products, access to debt and equity capital and other factors.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE VOTI Detection Inc.