Hillcrest Energy Technologies Ltd. announces that it has closed the third and final tranche (the "Third Tranche") of its previously announced non-brokered private placement, issuing a total of 25,162,500 units of the Company (the "Units") at a price of $0.08 per Unit for gross proceeds of $2,013,000 (the "Offering"). The Third Tranche consisted of the sale of 10,875,000 Units for gross proceeds of $870,000.00. Each Unit consists of one common share (a "Share") and one share purchase warrant (the "Warrant"). Each Warrant is exercisable for an additional common share of the Company at a price of $0.15 per share for a period of two years.
In connection with the Offering, the Company issued 6,000,000 Units to Donald Currie, a director and Chief Executive Officer of the Company (the "Insider"). The Issuance of the Units to the Insider is considered a "related party transaction" subject to Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of MI 61-101 as neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves the Insider, exceeded 25% of the Company's market capitalization. In connection with the purchase of the 6,000,000 Units by the Insider, the Insider sold 5,500,000 Shares with no resale restrictions for a sale price of $0.09 per Share to a third party in a private transaction. The third party is also entitled to the transfer of 3,000,000 Warrants issued to the Insider pursuant to this Offering, representing 50% of the total Warrants underlying the Units for which the Insider subscribed, for no additional consideration.
All securities issued in connection with the Offering will be subject to a four month and one day hold period.
The Company intends to use the proceeds from the Offering for ongoing technology development and commercialization activities, and general working capital.
The securities of the Company referred to in this press release 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. Accordingly, the securities of the Company may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This press release does not constitute an offer to sell or a solicitation of any offer to buy any securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful.
