Non-brokered sale of subscription receipts expected to close Friday
New York, Dec. 18 – Titanium Transportation Group Inc. said it has increased the size of its non-brokered private placement of subscription receipts to C$6.7 million from the C$3 million to C$5 million range originally planned.
The placement was announced on Oct. 21 as part of a reverse takeover transaction. The company said Thursday that it expects to close the offering on Friday.
Each of the 4,488,098 subscription receipts will be sold at a price or C$1.50.
The receipts will be automatically exchanged for one unit of Titanium on the satisfaction of escrow release conditions, which must be met no later than 5 p.m. ET on the date 90 days after the closing, subject to an extension of 30 days.
If the escrow conditions are not met, Titanium will buy back the receipts at the subscription price.
The units will be made up of one common share in the post-reverse takeover company and one warrant exercisable at C$2.50 per share for 36 months. The warrants will be subject to acceleration if the shares trade at C$3.00 or more for 20 consecutive trading days.
Under the reverse takeover, Northeastern Group Inc. will acquire Titanium and 9050400 Canada Inc.
Titanium and 9050400 shares will be exchanged for Northeastern shares on a one-for-one basis. Warrants will be similarly exchanged.
Northeastern will consolidate its shares at the ratio of 267 for one, leaving 133,333 shares outstanding. Meanwhile Titanium will subdivide its shares so that there will be 23.6 million outstanding.
After the transaction, Northeastern will be renamed Titanium Transportation Group Inc. Existing Titanium shareholders will receive 23.6 million of the shares in the continuing company and 9050400 shareholders will receive 1,466,667 shares.
“Titanium has a proven track record of acquiring asset-based transportation companies, extracting synergies, and implementing leading edge technologies,” said Ted Daniel, chief executive officer of Titanium, in a news release.
“The completion of the private placement will allow Titanium to accelerate its next phase of growth and consolidation.”
Titanium Transportation is a Woodbridge, Ont., asset-based transportation and logistics company.
| Issuer: | Titanium Transportation Group
|
| Issue: | Subscription receipts
|
| Amount: | C$6.7 million
|
| Receipts: | 4,488,098
|
| Price: | C$1.50
|
| Warrants: | For 4,488,098
|
| Warrant expiration: | 36 months
|
| Warrant strike price: | C$2.50
|
| Agent: | Non-brokered
|
| Announcement date: | Oct. 21
|
| Settlement date: | Dec. 19
|
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