Solegear Announces Final Close of Private Placement Financing for $1.1 Million and Announces Company Name ChangeThursday, October 26, 2017
Vancouver, BC, October 26, 2017--(T-Net)--Solegear Bioplastic Technologies Inc. (TSX-V:SGB) and Gravitas Securities Inc. announced the successful closing of a two-tranche brokered private placement for aggregate gross proceeds of $1,091,100 (an increase from the originally announced $500,000).
In completing the Private Placement, the Company has issued an aggregate of 10,911,000 Units at a price of $0.10 per Unit, of which 372,500 Units were issued as part of the second and final tranche of the Private Placement. Each unit is comprised of one common share of the Company and one common share purchase warrant.
As a result, the Company has a total of 91,510,854 common shares issued and outstanding. Insider and related party participation in the second tranche of the Private Placement totaled 100,000 Units.
Proceeds from the Private Placement will be used to accelerate the fulfillment of pending customer orders and product line extensions.
The closing of the Private Placement is subject to final approval by the TSX Venture Exchange (the “TSX-V“). The securities issued by the Company in connection with the second and final tranche of the Private Placement are subject to a four month “hold period” expiring on February 6, 2018 under applicable securities laws.
Solegear Bioplastic Technologies Inc. also announced this week that it will change its name to good natured Products Inc. (good natured TM) effective October 31, 2017.
"Over the last 2 years, we've moved beyond biopolymer resin engineering to become a consumer products and packaging company with a leading range of 130+ plant-based goods, combining the latest innovations in plant-based material science and modern, environmentally optimized designs," said Paul Antoniadis, CEO of Solegear. "Through the execution of our strategic plan and with the acquisitions of US-based LINDAR Corp.'s and Ex-Tech Plastics Inc.'s bioplastic divisions, we are now at a defining moment for growth with a foundation for scalable operations and over 70 customers across the United States and Canada."
Related Party Participation in the Second Tranche
Michel Labonté, CTO of the Company, subscribed for 100,000 Units having a subscription price of $10,000. Following the closing, Mr. Labonté will beneficially own or control 300,000 Shares, representing 0.3% of the issued outstanding Shares on an undiluted basis.
As insiders of Solegear participated in this Private Placement, it is deemed to be a “related party transaction” as defined under Multilateral Instrument 61-101—Protection of Minority Security Holders in Special Transactions (“MI 61-101”).
Shares for Debt Transaction
Following the closing of the second and final tranche of the Private Placement, the Company plans to issue an additional 155,500 Shares at a deemed price of $0.10 per Share to settle approximately $15,500 of corporate debt owed to various arm's length parties of the Company. The Share Settlement remains subject to TSX-V approval and is expected to occur upon receipt of such approval. The Shares to be issued pursuant to the Share Settlement will be subject to a four-month hold period.
About Gravitas Securities Inc.
Gravitas Securities is a leading wealth management and capital markets firm comprised of tactical individuals known for their sophisticated sector expertise, commitment to excellence, and a global platform committed to integration and innovation. Gravitas provides a wide range of investment services for retail and corporate clients globally with offices in Toronto and Vancouver, and is represented in the United States through its FINRA representative, Gravitas Capital International, in New York.
Gravitas Securities Inc. is a member of IIROC and CIPF.
About Solegear Bioplastic Technologies Inc.
Solegear Bioplastic Technologies Inc. (TSX-V:SGB) is an innovator in the field of next generation bioplastics made from annually renewable plant-based sources. Committed to the principles of Green Chemistry, Solegear is driven by its mission to create healthier, safer and stronger communities by fundamentally changing the way plastics are made.
Solegear's proprietary bioplastic formulations are designed to meet today's social and corporate requirements to lower carbon emissions, reduce waste and remove toxicity typically associated with traditional petroleum-based plastics. Together with its partners, Solegear custom engineers, produces and distributes its high-performance bioplastics as resin, sheets and finished goods with some of the highest percentages of renewable, plant-based materials currently available in the industry.
For more information: www.solegear.ca
Investor Contact: Media Contact:
Caleb Jeffries Elisha McCallum
Kin Communications FleishmanHillard Vancouver
Capital Markets Advisor:
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibilities for the adequacy or accuracy of this release.
This press release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S. registration requirements.
Cautionary Statement Regarding Forward-Looking Information
Information in this news release that is not current or historical factual information may constitute forward-looking information within the meaning of securities laws. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.
Such factors include, among others, the risk that: (i) the bioplastics market may not grow as anticipated by the Company, and (ii) the economic circumstances of the Company may change and result in the proceeds of the Private Placement being used other in the manner described above.
When relying on the Company's forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. The Company has assumed that the material factors referred to in the previous paragraph will not cause such forward-looking statements and information to differ materially from actual results or events. However, there can be no assurance that such assumptions will reflect the actual outcome of such items or factors.
Other than as required under securities laws, we do not undertake to update this information at any particular time.
Forward-looking information contained in this news release is based on our current estimates, expectations and projections, which we believe are reasonable as of the current date. The reader should not place undue importance on forward-looking information and should not rely upon this information as of any other date. All forward-looking information contained in this news release is expressly qualified in its entirety by this cautionary statement.
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