(via Thenewswire.ca)
Toronto, ON / TheNewswire / June 22, 2016 - NTG Clarity Networks Inc. (TSX.V:NCI) ("NTG" or the "Corporation") is pleased to announce that it intends to complete a non-brokered private placement of subordinated, unsecured convertible debentures (the "Debentures") in the aggregate principal amount of up to $1,500,000 (the "Offering"). The Debentures shall bear interest at a rate of twelve percent (12%) per annum, payable on December 31 and June 30 each year commencing December 31, 2016 and shall mature two (2) years following the date of issuance. The Debentures are redeemable by the Corporation at any time after one year following the date of issuance.
The principal amount of the Debentures shall be convertible into common shares of the Corporation (the "Common Shares") at any time prior to maturity at the option of the holder at a conversion price of $0.30 per Common Share (the "Conversion Price"), subject to the Corporation having the right to force the conversion of the Debentures into Common Shares at the Conversion Price, if the volume weighted average trading price of the Common Shares for twenty (20) consecutive days ending five trading days exceeds $0.35.
Proceeds from the Offering will be used for working capital.
Completion of the Offering is subject to customary conditions including approval of the TSX Venture Exchange.
The Debentures and the Common Shares issuable on conversion thereof, have not and will not be registered under the U.S. Securities Act of 1933, as amended (the "Act"), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the Act. This press release does not constitute an offer to sell or a solicitation of any offer to buy the Debentures in the United States.
About NTG Clarity Networks Inc.
NTG's vision is to be a global leader in providing networking solutions. Established in 1992, NTG is a leader in Canada in delivering networking, IT and network enabled application software solutions to network service providers and large enterprises. More than 400 network professionals provide design, engineering, implementation, software development and security expertise to the industry's leading network service providers and enterprises.
For more information please contact:
Doren Quinton, President QIS Capital
Phone: 250-377-1182
Fax : 250-377-1183
Email : info@smallcaps.ca
Kristine Lewis, President
Phone: 905-305-1325
Fax 905-752-0469
Email: KLewis@ntgclarity.com
Additional information regarding NTG is available online on www.sedar.com
FORWARD-LOOKING INFORMATION
Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Corporation's current beliefs or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. In particular, this press release contains forward-looking information with respect to the completion of the Offering and the use of proceeds therefrom. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to the Corporation. The material factors and assumptions include obtaining approval of the TSX Venture Exchange of the proposed Offering, the intended use of proceeds remaining in the best interests of the Corporation, general economic conditions, market conditions, access to capital, and competitive conditions. The Corporation cautions the reader that the above list of risk factors is not exhaustive. The forward-looking information contained in this release is made as of the date hereof and the Corporation is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Due to the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward- looking information. The foregoing statements expressly qualify any forward-looking information contained herein.
Neither the 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 the content of this release.
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