DENVER, Feb. 24, 2017 /PRNewswire/ – Intermap (TSX: IMP), (ITMSF:BB), a leading geospatial intelligence Corporation, confirmed today that it plans to proceed with an equity rights offering for gross proceeds of up to US$6,000,000 (the “Rights Offering“) as announced on December 21, 2016.
The Corporation will be offering rights to holders of its common shares at the close of business on the record date of March 1, 2017 (the “Record Date“), on the basis of one right for each common share held. Each right will entitle the holder to subscribe for one common share of Intermap upon payment of the subscription price of C$0.06 or US$0.05 per common share. There are currently 101,344,582 common shares of the Corporation outstanding. If all of the rights issued under the rights offering are validly exercised, the Rights Offering will raise gross proceeds of approximately US$5 million, assuming all rights are subscribed and paid for in US dollars.
The rights will trade on the Toronto Stock Exchange under the symbol “IMP.RT”. The rights will expire at 4:00 p.m. (Calgary time) on March 27, 2017 (the “Expiry Time“), after which time unexercised rights will be void and of no value. Shareholders who fully exercise their basic subscription right will be entitled to subscribe for additional common shares, if available as a result of unexercised rights prior to the Expiry Time, subject to certain limitations set out in the Corporation’s rights offering circular. The Corporation expects to close the Rights Offering on or about March 30, 2017.
Details of the Rights Offering are set out in the rights offering notice and rights offering circular which will be available under Intermap’s profile at www.sedar.com on March 2, 2017. The rights offering notice and accompanying rights certificate will be mailed to each registered eligible shareholder as at the record date. Registered eligible shareholders who wish to exercise their rights must forward the completed rights certificate, together with the applicable funds, to the subscription agent, Computershare Investor Services Inc. (“Computershare“), on or before the Expiry Time. Eligible shareholders who own their common shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary.
The Rights Offering will be conducted in Canada only. However, certain approved eligible holders of common shares in jurisdictions outside of Canada may be able to participate in the Rights Offering. If you are a holder of common shares and reside outside of Canada please see the rights offering notice and rights offering circular to determine your eligibility and the process and timing requirements to receive and, or, exercise your rights.
Funds raised through the Rights Offering will be used to repay the previously announced US$6,000,000 advanced to the Corporation by Vertex One Asset Management Inc., on behalf of the Vertex Fund, (“Vertex“), as a bridge loan, due on the earlier of March 31, 2017 and the completion of the Rights Offering (the “Bridge Loan“). The Bridge Loan is non-interest bearing and any amounts which remain outstanding after the Rights Offering will be converted into a term loan due September 1, 2020.
In connection with the Rights Offering, Intermap has entered into a standby purchase agreement (the “Standby Purchase Agreement“) with the Corporation’s largest shareholder and lender, Vertex (the “Standby Purchaser“), pursuant to which the Standby Purchaser has agreed to purchase, at the subscription price of US$0.05 that number of common shares equal to: (a) the number of common shares authorized to be issued on the Record Date pursuant to the exercise of all rights minus (b) the number of common shares subscribed for and taken up by holders of rights minus (c) such number of common shares that would, if purchased by the Standby Purchaser, result in the Standby Purchaser beneficially owning 35% (but no more than 35%) (the “Standby Limit“) of the issued and outstanding common shares following such purchase (such commitment referred to as the “Standby Commitment“). Intermap may, in its sole discretion, based on an assessment of the trading activity in the rights, permit the Standby Purchaser to acquire a number of common shares that exceeds the Standby Limit.
Full details of the Rights Offering are contained in the rights offering notice and rights offering circular which will be available under Intermap’s profile at www.sedar.com on March 2, 2017. Readers should review these documents for the specific terms and conditions of the Rights Offering.
SDI Project Update
There have been no further developments since the Corporation’s July 5, 2016 update on the previously announced $175 million contract for the creation, operation and maintenance of a national spatial data infrastructure program.
Intermap Reader Advisory
Certain information provided in this news release constitutes forward-looking statements, including the intention of the Corporation to complete the Rights Offering, the amount of proceeds from the Rights Offering and the use of such proceeds. The words “anticipate”, “expect”, “project”, “estimate”, “forecast” and similar expressions are intended to identify such forward-looking statements. Although Intermap believes that these statements are based on information and assumptions which are current, reasonable and complete, these statements are necessarily subject to a variety of known and unknown risks and uncertainties. You can find a discussion of such risks and uncertainties in our rights offering circular, Annual Information Form and other securities filings. While the Corporation makes these forward-looking statements in good faith, should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary significantly from those expected. Accordingly, no assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits that the Corporation will derive therefrom. All subsequent forward-looking statements, whether written or oral, attributable to Intermap or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. The forward-looking statements contained in this news release are made as at the date of this news release and the Corporation does not undertake any obligation to update publicly or to revise any of the forward-looking statements made herein, whether as a result of new information, future events or otherwise, except as may be required by applicable securities law.
SOURCE Intermap Technologies Corporation