Redline Communications Announces $10 Million Bought Deal Private Placement
TORONTO, Jul 9, 2013, 2013 (Canada NewsWire via COMTEX) --
Redline Communications Group Inc. (the
"Company") (www.rdlcom.com TSX:RDL), a leading provider of broadband wireless solutions for
machine-to-machine (M2M) communications, is pleased to announce that it
has entered into an agreement with a syndicate of underwriters led by
Cantor Fitzgerald Canada Corporation and including Cormark Securities
Inc., Stifel Nicolaus Canada Inc., Byron Capital Markets Ltd. and
Canaccord Genuity Corp. (collectively the "Underwriters") in connection
with a bought deal private placement of 1,667,000 units of the Company
(each, a "Unit") at a price of $6.00 per Unit (the "Issue Price") for
aggregate gross proceeds to the Company of $10,002,000 (the
"Offering"). Each Unit shall be comprised of one common share of the
Company (each, a "Common Share") and one-half (1/2) Common Share
purchase warrant (each, a "Warrant"). Each whole Warrant shall be
exercisable to acquire an additional Common Share (each, a "Warrant
Share") at an exercise price of $8.00 per Warrant Share for a period of
24 months following the closing of the Offering.
The Company has also granted the Underwriters an option (the
"Underwriter's Option"), exercisable in whole or in part up to 48 hours
prior to closing of the Offering, to purchase up to an additional
530,000 Units at the Issue Price. If the Underwriter's Option is
exercised in full, the total gross proceeds of the Offering to the
Company will be $13,182,000.
The proceeds of the Offering will be used by the Company to assist in
the implementation of Redline's growth strategy including product
development, working capital and general corporate purposes.
The Offering is subject to certain conditions including, but not limited
to, the receipt of all necessary regulatory approvals, including the
approval of the Toronto Stock Exchange and the satisfaction of other
customary closing conditions. Closing is expected on or about July 30,
2013. All securities issued pursuant to the Offering will be subject
to a statutory four-month hold period in accordance with Canadian
In addition to the cash commission payable to the Underwriters, the
Company shall grant to the Underwriters compensation options (the
"Compensation Options") exercisable to acquire that number of Common
Shares of the Company as is equal to 6% of the number of Common Shares
issued pursuant to the Offering. The Compensation Options shall be
exercisable for a period of 18 months following the closing of the
Offering at an exercise price of $6.00 per Common Share.
This news release does not constitute an offer to sell or a solicitation
of an offer to buy any of the securities in the United States. The
securities have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "U.S. Securities Act")
or any state securities laws and may not be offered or sold within the
United States or to U.S. persons unless registered under the U.S.
Securities Act and applicable state securities laws or an exemption
from such registration is available.
About Redline Communications
Redline Communications (www.rdlcom.com) is the innovator of Virtual FiberTM, a specialized wireless broadband
system used by companies and governments worldwide to cost-effectively
deploy distributed services and applications. Redline Virtual FiberTM
solutions are used to facilitate and enhance public safety networks,
deploy and extend secure networks, connect digital oil fields and smart
grids, and bring dedicated Internet access wherever and whenever it's
needed. Redline has been delivering powerful, versatile and reliable
wireless systems to governments, the military, oil and gas, and the
telecom industry for over a decade through its global network of
certified partners. For more information visit www.rdlcom.com.
Forward Looking Statements
Certain statements in this release may constitute forward-looking
statements or forward-looking information within the meaning of
applicable securities laws. In some cases, forward-looking statements
can be identified by terms such as "could", "expect", "may", "will",
"anticipate", "believe", "intend", "estimate", "plan", "potential",
"project" or other expressions concerning matters that are not
historical facts. Readers are cautioned not to place undue reliance
upon any such forward-looking statements.
Such forward-looking statements are not promises or guarantees of future
performance and involve both known and unknown risks and uncertainties
that may cause the actual results, performance, achievements or
developments of Redline to differ materially from the results,
performance, achievements or developments expressed or implied by such
forward-looking statements. Forward-looking statements, by their
nature, are based on certain assumptions regarding expected growth,
management's current plans, estimates, projections, beliefs, opinions
and business prospects and opportunities (collectively, the
"Assumptions"). While the Company considers these Assumptions to be
reasonable, based on the information currently available, they may
prove to be incorrect.
SOURCE: Redline Communications Group Inc.
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SOURCE: Redline Communications Group Inc.
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