VANCOUVER, Feb. 14, 2019 /CNW/ - UrtheCast Corp. (TSX: UR) ("UrtheCast" or the "Company") announces that UrtheCast, Deimos Imaging, S.L.U. ("Deimos Imaging"), a wholly-owned subsidiary of UrtheCast, UrtheDaily Funding L.P. (the "Lender") and U.S. Bank National Association have entered into a mutual termination agreement (the "Termination Agreement") dated February 13, 2019 which formally terminates the credit agreement (the "Credit Agreement") dated as of May 18, 2018 among the parties.
Under the Termination Agreement, UrtheCast has agreed that in lieu of all termination fees otherwise payable under the Credit Agreement, the approximately 14 million warrants issued to the Lender on execution of the Credit Agreement, having an exercise price of $0.48, an expiry date of May 25, 2023 and substantially similar terms and conditions as the warrants issued by UrtheCast in connection with its subordinated capital financing in May 2018, will become exercisable upon alternative financing for the UrtheDaily Constellation being secured and drawn down, subject to approval from the Toronto Stock Exchange. In addition, UrtheCast has agreed to pay the expenses of the Lender in connection with the Credit Agreement in the amount of approximately $325,000 in installments due on February 28, 2019, March 31, 2019 and June 30, 2019.
The termination of the Credit Agreement will not impede or adversely impact UrtheCast's ability to service its customers and will allow UrtheCast to seek alternative financing for the UrtheDaily Constellation with greater structural and operational flexibility, although there can be no assurance that alternative financing will be obtained on more flexible terms or at all. Management believes the recent acquisition of Geosys and the significant binding contractual commitments for UrtheDaily data validates the business case of the UrtheDaily Constellation.
UrtheCast Corp. is a Vancouver-based technology company that serves the rapidly evolving geospatial and geoanalytics markets with a wide range of information-rich products and services. The Company operates Earth Observation (EO) sensors in space, through its subsidiary Deimos Imaging, including two satellites, Deimos-1 and Deimos-2, to produce imagery data for partners and customers in multiple markets. UrtheCast processes and distributes imagery data and value-added products on behalf of the PanGeo Alliance, a network of seven satellite operators with a combined 13 medium- and high-resolution EO sensors. Additionally, UrtheCast is developing and expects to launch the world's first fully-integrated constellation of sixteen multispectral optical and SAR satellites, called OptiSAR™, and a satellite constellation designed to capture high-quality, medium- resolution optical imagery of the Earth's entire landmass (excluding Antarctica) every day, called UrtheDaily™. Also, UrtheCast subsidiary Geosys is the first global digital agriculture company founded by agronomists. With more than 30 years of industry experience, Geosys provides clients with data, analysis and insights needed to make more informed decisions. Common shares of UrtheCast trade on the Toronto Stock Exchange as ticker "UR".
For more information, visit UrtheCast's website at www.urthecast.com.
Forward Looking Information
This release contains certain information which, as presented, constitutes "forward-looking information" or "forward-oriented financial information" within the meaning of applicable Canadian securities laws. Forward-looking information involves statements that relate to future events and often addresses expected future business and financial performance, containing words such as "anticipate", "believe", "plan", "target", "estimate", "expect" and "guidance", statements that an action or event "may", "might", "could" or "will" be taken or occur, or other similar expressions and includes, but is not limited to, statements relating to: UrtheCast's ability to obtain alternative financing for the UrtheDaily Constellation on more flexible terms or at all; UrtheCast's expectations of raising additional capital and continuing as a going concern. Such statements reflect UrtheCast's current views with respect to future events. Such statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by UrtheCast, are inherently subject to significant uncertainties and contingencies. Many factors could cause UrtheCast's actual results, performance or achievements to be materially different from any future results, performance, or achievements that may be expressed or implied by such forward-looking statements, including, among others: UrtheCast's inability to obtain alternative financing for the UrtheDaily Constellation on more flexible terms or at all; UrtheCast's inability to access additional capital and continue as a going concern; as well as those factors and assumptions discussed in UrtheCast's annual information form dated April 2, 2018, which is available under UrtheCast's SEDAR profile at www.sedar.com. UrtheCast cautions readers that such factors and uncertainties are not exhaustive and that should certain risks or uncertainties materialize, or should underlying estimates or assumptions prove incorrect, actual results, performance or achievements may vary significantly from those expected. There can be no assurance that the actual strategies, results, performance, events or activities anticipated by the Company will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, the Company. UrtheCast undertakes no obligation to update forward-looking statements except as required by Canadian securities laws. Readers are cautioned against attributing undue certainty to forward-looking statements.
SOURCE UrtheCast Corp.
For further information: Sai Chu, Chief Financial Officer, UrtheCast Corp., +1 (604) 669-1788