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VANCOUVER, British Columbia, Could 24, 2021 (GLOBE NEWSWIRE) — Swiss Water Decaffeinated Espresso Inc. (TSX – SWP) (“Swiss Water” or “the Firm”) is happy to announce an modification to the present senior debt facility with the Firm’s senior lender, Enterprise Improvement Financial institution of Canada, with participation by a brand new lender, Farm Credit score Canada, which would offer the Firm with as much as an extra $25 million of senior debt financing at an rate of interest of roughly 4 p.c each year and a beneficial cost and amortization schedule by rising the senior debt facility to $45 million from the present $20 million (the “Amended Senior Facility”).
The incremental funds obtainable underneath the Amended Senior Facility, along with the Firm’s current obtainable credit score and projected internally generated money circulate, are anticipated to be enough to fund the completion of the Firm’s Titan 2 manufacturing facility.
With a purpose to get hold of the brand new financing, the Firm requires an modification to an current, excellent convertible debenture (the “Mill Highway Debenture”) of the Firm issued to Mill Highway Capital II, L.P. (“Mill Highway”). The phrases of the Mill Highway Debenture embody a restrictive covenant that limits the greenback quantity of indebtedness rating senior to the indebtedness thereunder to a most of $45 million.
The Firm and Mill Highway agreed on phrases and executed a time period sheet on Could 20, 2021 (the “Time period Sheet”) underneath which Mill Highway would amend the restrictive covenant to extend the restriction on senior indebtedness to a most of $60 million, and would prolong the maturity date of the Mill Highway Debenture by one yr, to October 31, 2024. In return, the phrases of the Mill Highway Debenture could be amended to (i) improve the utmost present rate of interest from 7.85% to 9%, (ii) present an extra 1.5% “cost in form” curiosity, (iii) amend the conversion function by (A) cancelling the present conversion function and (B) changing the present conversion function with warrants to permit Mill Highway to buy as much as 2.25 million frequent shares at a value of $3.33 per share (representing a premium of 10% over the closing value on the date of execution of the Time period Sheet); (iv) present for a $100,000 modification charge payable to Mill Highway, (v) take away a restriction limiting Mill Highway’s holdings, following conversion, to a most of 19.99% of the issued and excellent shares of the Firm; and (vi) reimburse Mill Highway for its related authorized bills (the “Mill Highway Modification”).
The Mill Highway Modification is taken into account to be a associated social gathering transaction underneath the provisions of Multilateral Instrument 61-101 Safety of Minority Securityholders in Particular Transactions and is topic to the approval of the Firm’s Shareholders, apart from Mill Highway.
The Firm will search shareholder approval of the Mill Highway Modification on the Firm’s upcoming Annual Basic and Particular Assembly of Shareholders, to be held on June 25, 2021. The Mill Highway Modification can be topic to the approval of the Toronto Inventory Change.
Iain Carswell, Swiss Water’s CFO commented “We’re happy to have secured the mandatory financing to not solely preserve our current enterprise, however materially improve our capability to satisfy the rising demand for our Swiss Water chemical-free decaffeinated espresso.” Don Tringali, Swiss Water’s Chairman added, “This financing package deal is the product of an in depth evaluate of all financing alternate options over the previous six months undertaken at the side of an unbiased monetary advisor. I wish to thank Iain in addition to a number of of my fellow board members for his or her work and the substantial time dedicated to negotiating the absolute best deal for the Firm.”
Full particulars of the Mill Highway Modification, together with the evaluation and deliberations of the Firm’s administrators and the administrators’ suggestion to shareholders, might be set out within the Firm’s Administration Info Round, which is anticipated to be despatched to shareholders on or about Could 31, 2021.
Firm Profile
Swiss Water Decaffeinated Espresso Inc. is a number one specialty espresso firm and a premium inexperienced espresso decaffeinator which employs the proprietary SWISS WATER® Course of to decaffeinate inexperienced espresso with out using chemical substances. It additionally owns Seaforth Provide Chain Options, a inexperienced espresso dealing with and storage enterprise. Each companies are positioned within the cities of Burnaby and Delta, British Columbia.
For extra data, please contact:
Iain Carswell, Chief Monetary Officer
Swiss Water Decaffeinated Espresso Inc.
Telephone: 604.420.4050
E-mail: investor-relations@swisswater.com
Web site: investor.swisswater.com
Ahead-Wanting Statements:
Sure statements on this press launch could represent “forward-looking” statements which contain recognized and unknown dangers, uncertainties and different elements which can trigger the precise outcomes, ranges of exercise, efficiency or achievements to be materially totally different from any future outcomes, ranges of exercise, efficiency or achievements expressed or implied by such forward-looking statements. When used on this press launch, such statements could embody such phrases as “could”, “will”, “anticipate”, “consider”, “plan” and different comparable terminology. These statements replicate administration’s present expectations relating to future occasions and working efficiency, in addition to administration’s present estimates, however that are based mostly on quite a few assumptions and should show to be incorrect. These statements are neither guarantees nor ensures, however contain recognized and unknown dangers and uncertainties, together with, however not restricted to, dangers associated to processing volumes and gross sales progress, working outcomes, the provision of utilities, the provision of espresso, normal trade circumstances, commodity value dangers, know-how, competitors, international change charges, building timing, prices and financing of capital initiatives, a possible influence of the COVID-19 pandemic, and normal financial circumstances.
The forward-looking statements contained herein are made as of the date of this press launch and are expressly certified of their entirety by this cautionary assertion. Besides to the extent required by relevant securities legislation, Swiss Water Decaffeinated Espresso Inc. undertakes no obligation to publicly replace or revise any such statements to replicate any change in administration’s expectations or in occasions, circumstances, or circumstances on which any such statements could also be based mostly, or which will have an effect on the probability that precise outcomes will differ from these described herein.
