Vancouver, British Columbia–(Newsfile Corp. – January 16, 2023) – Beedie Investments Limited (“Beedie”) entered into a senior secured loan with VIQ Solutions Inc. (the “Company”), pursuant to which Beedie will make available up to US$15 million to the Company (the “Loan”), pursuant to the terms of a credit agreement by and among the Company and Beedie (the “Credit Agreement”). US$12 million of the Loan has been advanced to the Company as an initial advance (the “Initial Advance”), with an additional US$3 million available to the Company to be drawn in subsequent advances in a minimum of US$1 million tranches (each, a “Subsequent Advance”).
In connection with the Initial Advance under the Loan, the Company has issued 7,968,750 common share purchase warrants (each, a “Warrant”) to Beedie. Each Warrant is exercisable to purchase one common share of the Company (each, a “Warrant Share”) at an exercise price of US$0.256 (Cdn$0.349) per Warrant Share. The Warrants expire on January 16, 2030. In addition, the Company has agreed to issue additional common share purchase warrants (each, a “Subsequent Warrant”) in connection with the Subsequent Advances, with such number of Warrants to be equal to 17% of the amount of such Subsequent Advance divided by the exercise price of such Subsequent Warrants. The Subsequent Warrants will have an exercise price equal to the 5-day volume weighted average price of the Company’s common shares (the “Common Shares”) immediately prior to the earlier of: (i) the announcement of the applicable Subsequent Advance, and (ii) the funding of the applicable Subsequent Advance. The Subsequent Warrants will expire seven years from the date of issuance. Pursuant to the terms of the Credit Agreement, the aggregate number of Warrants issuable cannot exceed 8,589,538 Warrants (the “Warrant Maximum”), unless any securities laws and/or stock exchange policies applicable to the Borrower do not require any shareholder or third party approval (or such approvals have been obtained, provided that the Borrower’s decision to seek such approvals shall be in the sole and absolute discretion of the Borrower).
Immediately prior to entering into the Credit Agreement, Beedie did not, directly or indirectly, own or control any securities in the capital of the Company. If the Warrants issued in connection with the Initial Advance were converted in full into Common Shares, Beedie, directly or indirectly, would own or control a total of 7,968,750 Common Shares, representing approximately 18.7% of the issued and outstanding Common Shares immediately after entering into the Credit Agreement on a partially diluted basis.
If the Warrants issued in connection with the Initial Advance, as well as any Subsequent Warrants issued in connection with any Subsequent Advance, were converted in full into Common Shares (assuming that all Subsequent Warrants have an exercise price equal to US$0.256 per Warrant Share and the Warrant Maximum does not apply), Beedie, directly or indirectly, would own or control a total of 9,960,938 Common Shares, representing approximately 22.3% of the currently issued and outstanding Common Shares on a partially diluted basis. The actual number of Common Shares issued pursuant to the conversion of any Subsequent Warrants will depend upon 5-day volume weighted average price of the Common Shares applicable at the time of such Subsequent Advance and the application of the Warrant Maximum.
All of the securities held by Beedie in the Company are being held for investment purposes. Beedie may in the future take such actions in respect of its Company securityholdings as it deems appropriate in light of the market circumstances then existing, including the potential purchase of additional shares of the Company through open market purchases or privately negotiated transactions, or the sale of all or a portion of such holdings in the open market or in privately negotiated transactions to one or more purchasers, or Beedie may continue to hold its current positions.
A copy of the early warning report relating to the Warrants will be available under the Company’s profile on SEDAR at www.sedar.com, and may also be obtained by contacting Beedie Investments Limited at 604-435-3321. Beedie’s head office is located at Suite 1570 – 1111 West Georgia St., Vancouver, BC, V6E 4M3.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
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