CALGARY, June 16 /CNW/ - Resin Systems Inc. ("RS") (RS - TSX), a technology innovator that develops advanced composite products for infrastructure markets, announced today that it is proceeding with a rights offering to shareholders of RS (the "Rights Offering"). Pursuant to the Rights Offering, each holder of common shares (the "Common Shares") will receive one right (a "Right") for each Common Share held. For every four Rights held a holder thereof will be entitled to purchase one Common Share at a price of $0.33. Shareholders will also have the opportunity to acquire additional Common Shares beyond their entitlement through an additional subscription privilege. Details as to the operation of this privilege are described in the Rights Offering Circular to be mailed to shareholders in connection with the Rights Offering (the "Rights Offering Circular"). Pursuant to the Rights Offering, a maximum of approximately 36,787,039 Common Shares will be issued which represents 25% of the currently issued and outstanding Common Shares.
The record date for the Rights Offering has been set at the close of business on June 24, 2009. The Rights will expire at 10:00 a.m. (Calgary time) on July 24, 2009. RS has received conditional approval for listing of the Rights and the Common Shares to be issued upon exercise of the Rights on the Toronto Stock Exchange (the "TSX"). Completion of the Rights Offering is subject to receiving all necessary regulatory and TSX approvals. For full details of the Rights Offering please see the Rights Offering Circular which is available on SEDAR at www.sedar.com.
Stand-by Commitments
Stand-by commitments to purchase in the aggregate 100% of any Common Shares issuable pursuant to the Rights which are not acquired by other rightsholders are being provided by the members of the Board of Directors of RS (the "Board"), Clive Beddoe and AGF Funds Inc. The terms of any subscription under the Stand-by commitments will be identical in all respects to those of shareholders as a whole under the Rights Offering.
Use of Proceeds
RS will receive gross proceeds of $12,139,723 and net proceeds of approximately $12,039,723 after deducting expenses of the Rights Offering estimated at $100,000. The completion of the Rights Offering is not conditional upon RS receiving any minimum amount of subscriptions from shareholders. The proceeds of the Rights Offering will be used to fund general working capital and capital expenditures.
About RS
RS is a technology innovator that develops advanced composite material products for infrastructure markets. The composite products manufactured using the company's proprietary materials and processes are typically lighter, more durable and longer-lasting than competing products made from the traditional building blocks of wood, steel or concrete.
RS's flagship product is its award-winning RStandard(TM) composite pole. RStandard poles are used to carry transmission and distribution electric grids and as communication structures for wireless and microwave communication networks.
For the latest on RS's developments, go to the company's website at www.grouprsi.com.
"RStandard" is a trademark of RS.
Forward-Looking Statements
Certain statements included in this press release constitute forward-looking statements. Such forward-looking statements involve unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of RS to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Additional factors that could affect RS's operations and financial results are included in reports on file with Canadian securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com) under RS's profile. Forward-looking statements in this press release may include, but are not limited to, statements regarding the proceeds to be realized from the Rights Offering and the use of proceeds therefrom. For this purpose, any statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements often contain terms such as "may", "will", "should", "anticipate", "expects", "intends" and similar expressions. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. Furthermore, the forward-looking statements contained herein are made as at the date hereof and RS does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.