TORONTO, June 21, 2018 (GLOBE NEWSWIRE) — Difference Capital Financial Inc. (“DCF” or the “Company”) (TSX:DCF)(TSX:DCF.DB) announces today that it has closed a non-brokered private placement of senior debentures (the “Debentures”) for aggregate gross proceeds of $6,700,000 (the “Private Placement”).
The Debentures will mature on June 30, 2020 and bear an interest rate of 12% per annum calculated and payable quarterly, in arrears, in cash, on March 31st, June 30th, September 30th and December 31st (each an “Interest Payment Date”) in each year commencing September 30, 2018.
The Debentures may be redeemed in whole or in part at the option of the Corporation on not more than 45 days and not less than 15 days prior notice at a price equal to their principal amount plus accrued and unpaid interest (the “Redemption Amount”). In the event the Debentures are redeemed prior to June 30, 2019, the holder shall be entitled to receive, in addition to the Redemption Amount, any interest that would have otherwise accrued from the redemption date through June 30, 2019. The Debentures are also subject to a cash covenant, whereby any cash generated from the Corporation’s portfolio in excess of $4 million will be used to redeem Debentures on a pro rata basis on each Interest Payment Date, if applicable.
As previously announced, the Company redeemed $15,000,000 of its outstanding principal amount of 8.0% convertible unsecured subordinated debentures due July 31, 2018 (the “Existing Debentures”) on June 15, 2018. The closing of the Private Placement puts the Company in a position to fully repay the remaining $14,161,000 principal amount of Existing Debentures, plus interest, on July 31, 2018.
This Private Placement is exempt from prospectus and registration requirements of applicable securities laws and the underlying securities are subject to a mandatory four-month hold period.
This release does not constitute an offer for sale of securities nor a solicitation for offers to buy any securities. The securities 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 law and may not be offered or sold to, or for the account or benefit of, persons in the United States or “U.S. persons”, as such term is defined in Regulation S promulgated under the U.S. Securities Act, unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Difference Capital Financial Inc.
Difference Capital Financial Inc. invests in and advises growth companies. We leverage our capital markets expertise to help unlock the value in technology, media and healthcare companies as they approach important milestones in their business lifecycle.
Caution Regarding Forward-Looking Statements
Certain statements contained in this press release may be deemed “forward-looking statements.” Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects,” “plans,” “anticipates,” “believes,” “intends,” “estimates,” “projects,” “potential,” “scheduled,” and similar expressions, or that events or conditions “will,” “would,” “may,” “could” or “should” occur. Although DCF believes that the expectations reflected in those forward-looking statements are reasonable, no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this press release should not be unduly relied upon. These statements speak only as of the date of this press release. DCF undertakes no obligation to publicly update or revise any forward looking statements, whether as a result of new information, future events or otherwise, other than as required by applicable law.
Chief Executive Officer