Symbol: TSX-V: LG
MONTREAL, Feb. 8, 2018 /CNW Telbec/ - LGC Capital Ltd. (TSXV: LG) ("LGC") is pleased to announce that it has now completed its previously-announced transaction with international investors YA II PN, Ltd and Cuart Investments PCC Limited pursuant to which they loaned an aggregate amount of US $2.34 million (approximately CAD $2.94 million) to LGC at a closing held today.
John McMullen, LGC Capital's CEO commented; "LGC intends to use these proceeds to further advance its core business divisions on its global platform and seek new acquisitions and investment opportunities that are synergistic with LGC's current focus."
The loan has a term of twelve months and bears interest at an annual rate of 9.5%, payable quarterly in arrears. The principal amount of the loan is convertible into LGC common shares at the option of the lenders at a price per share equal to the lesser of (i) US $0.538 (CAD $0.675), representing the US dollar equivalent of 135% of the closing price of LGC's shares on the TSX Venture Exchange on December 29, 2017 (CAD $0.50), and (ii) 90% of the lowest daily volume weighted average trading price of LGC's shares during the five trading days immediately preceding the date of a conversion notice from the lenders, subject to a minimum conversion price of CAD $0.50.
At closing, LGC issued an aggregate of 1,643,764 common share purchase warrants to the two lenders, representing an amount equal to 25% of the dollar amount of the loan divided by CAD $0.4465, being the volume weighted average trading price of LGC's shares during the five trading days ended December 29, 2017. Each warrant entitles its holder to acquire one common share of LGC at a price of CAD $0.70, representing 140% of LGC's closing price on December 29, 2017, for a period of one year from the date of issuance.
In connection with the Investment Agreement, LGC paid a cash due diligence fee to RiverFort Global Capital Ltd. ("RiverFort") of London, England. At closing, LGC also paid a structuring fee to RiverFort by issuing 376,162 shares to it, representing an amount equal to 12.5% of the dollar amount of loan from YA II PN, Ltd, less the amount of the due diligence fee, divided by CAD $0.675, representing 135% of the closing price of LGC's shares on the TSX Venture Exchange on December 29, 2017 (CAD $0.50).
The securities issued at the closing are subject to a "hold period" which expires on June 9, 2018. LGC is at arm's length from the two lenders and RiverFort.
About LGC (http://www.lgc-capital.com):
LGC Capital Ltd. is a Canadian incorporated public company listed on the TSX Venture Exchange (TSXV: LG). LGC's objective is to become a diversified business group with core business divisions that provide shareholders with exposure to a diverse range of businesses, products and services.
FORWARD LOOKING STATEMENTS:
This press release may contain forward-looking statements with respect to LGC Capital Ltd. ("LGC"), its operations, strategy, investments, financial performance and condition, and the convertible loan referred to above. These statements generally can be identified by use of forward-looking words such as "may", "will", "expect", "estimate", "anticipate", "intends", "believe" or "continue" or the negative thereof or similar variations. The actual results and performance of LGC could differ materially from those expressed or implied by such statements. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Some important factors that could cause actual results to differ materially from expectations include, among other things, general economic and market factors, competition, government regulation and the factors described under "Risk Factors and Risk Management" in LGC's Management's Discussion and Analysis for the fiscal year ended September 30, 2017, as filed on SEDAR (www.sedar.com). The cautionary statements qualify all forward-looking statements attributable to LGC and persons acting on its behalf. Unless otherwise stated, all forward-looking statements speak only as of the date of this press release and LGC has no obligation to update such statements, except to the extent required by applicable securities laws.
Caution Regarding Press Releases:
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE LGC Capital Ltd
For further information: Company Contacts: Canada contact: John McMullen, Chief Executive Officer, Tel.: (416) 803-0698, Email: firstname.lastname@example.org; Anthony Samaha, Chief Financial Officer (London), Tel.: +44 (0) 20 7440 0640, Email: email@example.com; Investor Relations Contact: Dave Burwell, The Howard Group Inc., Tel.: (403) 221-9015, Toll Free: 1-888-221-0915, Email: firstname.lastname@example.org