NIAGARA FALLS, ON / ACCESSWIRE / June 28, 2021 / EnerDynamic Hybrid Technologies Corp. (TSXV:EHT) ("EHT" or the "Company"), a leader in renewable energy technologies is pleased to provide an update on its pending Acquisition of Windular Research and Technologies ("Windular") (the 'Acquisition') in conjunction with the Company completing a share consolidation, debt conversion and proposed financing, each as further described below. EHT is moving forward with all these transactions and is pleased to provide the updates in respect of each, below. In order to accommodate the completion of the Acquisition, EHT and Windular have agreed to extend the date of completion to July 15, 2021. EHT and its advisors are working diligently to complete all transactions in this process and anticipate closing the Acquisition on or about July 9, 2021.
The Windular Acquisition will proceed by way of a three-cornered amalgamation pursuant to which Windular and certain special purpose corporate shareholders of Windular (collectively the 'Holdcos') will amalgamate with a wholly-owned subsidiary of EHT ('Subco 1'), and all of the issued and outstanding common shares of Windular (the 'Windular Shares') held by shareholders of Windular (other than the Holdcos) and all of the issued and outstanding common shares of the Holdcos (the 'Holdco Shares') will be exchanged for common shares of EHT (the 'EHT Shares') on the basis of one (1) EHT Share for each nine (9) Windular Shares (except for those held by the Holdcos) and one (1) EHT Share for each nine (9) Holdco Shares. The resulting amalgamated entity will be a wholly owned subsidiary of EHT.
EHT, Windular and the Windular and Holdco shareholders have executed a definitive business combination agreement (the 'Definitive Agreement') to be affected upon the completion of the new financing and the Company's debt restructuring.
As disclosed on April 29, 2021, EHT has completed the share consolidation announced April 21, 2021 on the basis of twenty (20) old shares for one (1) new share.
EHT worked with its secured debentureholders to agree in principal on the conversion of the total $21,566,843.67 in debentures into EHT Shares at a deemed share price of $0.70 per EHT Share, resulting in the issuance of approximately 30,809,777 EHT Shares. EHT faced delays associated with the complexity of the transaction which has led to a longer than anticipated close, but with deals agreed to and the corresponding paperwork being finalized, the debt conversion, a condition to the completion of the Acquisition, is expected to be completed contemporaneously with the Acquisition.
As disclosed on May 12, 2021, the Company will complete a brokered private placement of subscription receipts (the 'Subscription Receipts'), at a price of $0.70 per Subscription Receipt (the 'Offering'). The Offering is being undertaken by Canaccord Genuity Corp. as lead agent (the 'Lead Agent') on behalf of a syndicate of agents that may be formed (together with the Lead Agent, the 'Agents') to offer the Subscription Receipts for sale on a 'best efforts' agency basis.
About EnerDynamic Hybrid Technologies
EHT delivers proprietary, turn-key energy solutions which are intelligent, bankable and sustainable. EHT's expertise includes the development of its ENERTEC module structures with full integration of smart energy solutions. Using a proprietary skin and foam core that is stronger than traditional wood or steel structural insulated panels, EHT provides exceptional thermal energy efficiency in modular homes, cold storage facilities, residential/commercial out buildings and emergency/temporary shelters. EHT works with its partners worldwide to erect the buildings on-site utilizing EHT staff and local crews. In addition to traditional support to established electrical networks, ENERTEC buildings excel where no electrical grid exists.
The EHT advanced ENERTEC Modular Wall and Roof System uses a proprietary skin and foam core that is stronger and more energy efficient than traditional wood or steel structures providing the highest ratings for energy efficiency. EHT works with its partners worldwide to erect the buildings on-site utilizing EHT staff and local crews. After installation, each structure can be furnished and finished to meet the customer's requirements including siding, tile, kitchens and bathrooms or segregated commercial rooms. The finished wall product can be shipped on pallets and delivered via rail, truck or water in standard formats. At the core of the ENERTEC product line is the ENERTEC Embedded Solar Roof Module. Solar cells can be embedded in a proprietary fire proof skin resulting in substantial cost savings by eliminating heavy glass panels and aluminum racking required for traditional solar panels. Two barriers to greater adoption of solar energy are weight limitations of the roof on which solar panels could be deployed and onerous shipping and labour costs. A lighter product at a better price point will open a larger market for solar due to the faster return of capital investment especially for rural and remote users looking to go off-grid. Furthermore, the entire EHT embedded solar roof becomes a massive solar panel capable of producing significantly more energy than the home requires, allowing the structure to then become an important source of power for the local micro grid or large battery storage systems.
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 release.
The statements herein that are not historical facts are forward‐looking statements. Forward-looking information relating to sales of the products (the "Opportunities") involves risk, uncertainties and other factors that could cause actual events, results, performance, prospects, for the Opportunities to differ materially from those expressed or implied by such forward-looking information. Although EHT believes that the assumptions used in preparing the forward-looking information on the Opportunities outlined in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. EHT disclaims any intention or obligation to update or revise any forward-looking information, whether a result of new information, future events or otherwise, other than as required by applicable securities laws.
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SOURCE: EnerDynamic Hybrid Technologies Corp.