Orbite Technologies Inc.

Orbite Technologies Inc.

February 23, 2016 11:54 ET

Orbite Announces Partial Exercise of Underwriter's Option for $1M

MONTREAL, QUÉBEC--(Marketwired - Feb. 23, 2016) -


Orbite Technologies Inc. (TSX:ORT)(OTCQX:EORBF) ("Orbite" or the "Company") today announces that, further to its press release of February 3, 2016 announcing the closing of its public offering of units in the amount of $8,482,000, Euro Pacific Canada Inc., the sole underwriter of the public offering, has exercised a portion of its underwriter's option to purchase an additional 1,060 units for gross proceeds of $1,060,000, which units were issued today. The underwriter has until March 4, 2016 to exercise the balance of its underwriter's option.

The additional units have the same terms and conditions as those issued in the first portion of the public offering, as each additional unit consists of $1,000 principal amount of convertible unsecured unsubordinated debentures (the "Debentures") and 2,500 share purchase warrants (each a "Warrant") of the Company. The Debentures will mature on February 3, 2021 (the "Maturity Date") and will bear interest at a rate of 5% per annum payable semi-annually.

Each Debenture will be convertible, at the option of the holder, at any time prior to the Maturity Date, into that number of shares computed on the basis of (i) the principal amount of the Debentures divided by the conversion price of $0.40 per share (the "Conversion Price"), and (ii) an amount equal to the additional interest amount that such holder would have received if it had held the Debenture from the date of conversion until the Maturity Date (the "Make-Whole Amount") divided by the five (5) day volume weighted average trading price of the shares on the TSX two (2) days prior to conversion (the "Current Market Price"). The Make-Whole Amount shall be reduced by 1% for each 1% that the Current Market Price at time of conversion exceeds the Conversion Price. Each Warrant will be exercisable into one share for a period of 36 months from their issue date at a price of $0.40 per share.

The aggregate number of shares to be issued upon conversion of the Debentures and for any payment of the Make-Whole Amount shall not exceed the number of shares equal to the principal amount of the Debentures divided by $0.40 less the 25% maximum discount allowable by the Toronto Stock Exchange. The units are qualified for sale by way of the Company's short form base shelf prospectus dated March 18, 2015 and prospectus supplement dated January 28, 2016.

The Company intends to use the net proceeds of the additional $1,060,000 to advance detailed engineering and cost estimate for increasing the production capacity of the Company's high purity alumina plant to 5 tonnes per day, to commence the preliminary engineering for its conversion of the alumina extraction unit to the Company's chloride-based technology, and for general corporate purposes.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of the securities offered in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Orbite

Orbite Technologies Inc. is a Canadian cleantech company whose innovative and proprietary processes are expected to produce alumina and other high-value products, such as rare earth and rare metal oxides, at one of the lowest costs in the industry, and in a sustainable fashion, using feedstocks that include aluminous clay, kaolin, nepheline, bauxite, red mud, fly ash as well as serpentine residues from chrysotile processing sites. Orbite is currently in the process of finalizing its first commercial high-purity alumina (HPA) production plant in Cap-Chat, Québec and has completed the basic engineering for a proposed smelter-grade alumina (SGA) production plant, which would use clay mined from its Grande-Vallée deposit. The Company's portfolio contains 16 intellectual property families, including 29 patents and 101 pending patent applications in 11 different countries and regions. The first intellectual property family is patented in Canada, USA, Australia, China, Japan and Russia. The Company also operates a state of the art technology development center in Laval, Québec, where its technologies are developed and validated.

Forward-looking statements

Certain information contained in this document may include "forward-looking information". Without limiting the foregoing, the information and any forward-looking information may include statements regarding projects, costs, objectives and future returns of the Company or hypotheses underlying these items. In this document, words such as "may", "would", "could", "will", "likely", "believe", "expect", "anticipate", "intend", "plan", "estimate" and similar words and the negative form thereof are used to identify forward-looking statements. Forward-looking statements should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. Forward-looking statements and information are based on information available at the time and/or the Company management's good-faith beliefs with respect to future events and are subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond the Company's control. These risks uncertainties and assumptions include, but are not limited to, those described in the section of the Management's Discussion and Analysis (MD&A) entitled "Risk and Uncertainties" as filed on March 31, 2015 on SEDAR.

The Company does not intend, nor does it undertake, any obligation to update or revise any forward-looking information or statements contained in this document to reflect subsequent information, events or circumstances or otherwise, except as required by applicable laws.

Contact Information

  • NATIONAL Equicom
    Marc Lakmaaker, External Investor Relations Consultant
    416 848 1397

    For Media Inquiries:
    NATIONAL Equicom
    Scott Anderson, External Media Relations Consultant
    416 586 1954