Toronto, Ontario–(Newsfile Corp. – April 8, 2022) – UGE International ltd. (TSXV: UGE) (OTCQB: UGEIF) (the “Company” or “UGE“), a leader in the commercial and community solar sector, announces the closing of its previously announced non-brokered private placement of secured project development green bonds (the ‘Bonds’), issuing today $2.874 million in aggregate principal amount of Bonds (the “Private Placement“).
Each Bond has a face value of $1,000, an 8% coupon and four-year maturity. The Company has the option to call the Bonds any time after their two-year anniversary by paying one additional month’s interest. The Bonds are secured by collateral pledged by UGE’s US subsidiary, UGE USA Inc, with a minimum coverage ratio of secured assets to obligations of 150%. The collateral consists of solar projects owned and developed by UGE. With each Bond, subscribers received 70 share purchase warrants of UGE, each having a strike price of $2.00 and an expiration date 18 months from their date of issuance. A total of 201,180 share purchase warrants were issued to subscribers of the Bonds.
The Company intends to use the net proceeds from the Private Placement to finance the development of its solar projects.
“We’d like to thank subscribers for supporting and investing in the development of additional UGE solar projects,” said UGE CEO Nick Blitterswyk. “With this now our third green bond, we are glad to work with subscribers to provide investors with a strong return, while expanding the use of clean energy, as well. Going forward we look forward to expanding our green bond initiative, including making future offerings open to US subscribers.”
All securities issued pursuant to the Private Placement (including any shares issued upon the exercise of any warrants) are subject to a hold period expiring four months and one day after the closing of the Private Placement. The Company paid cash finders fees equal to 4% of the gross proceeds, for total finders’ fees of $201,180, and issued 46,355 share purchase warrants to finders (each such finder warrant entitling the holder to acquire one common share of UGE at an exercise price of $1.24 for an 18-month period).
This news release does not constitute an offer for sale in the United States. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S. registration requirements.
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 this press release.
About UGE
UGE develops, owns, and operates commercial and community solar projects in the US and strategic markets abroad. Our distributed energy solutions deliver cheaper, cleaner energy to businesses and consumers with no upfront cost. With over 500MW of global experience, we work daily to power a more sustainable world. Visit us at www.ugei.com.
For more information, contact UGE at:
+1 917 720 5685
[email protected]
Forward-Looking Statements
Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties, certain of which are beyond the control of the Company. Forward-looking statements are frequently characterized by words such as “plan”, “continue”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. 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. Forward-looking statements include, but are not limited to, the anticipated use of proceeds, and the receipt of final regulatory approvals, including the approval of the TSX Venture Exchange. The Company assumes no obligation to update forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.
