Radiant Energy Corporation
TSX VENTURE : RDT

Radiant Energy Corporation

November 21, 2011 21:09 ET

Radiant Announces Issuance of Secured Debentures and Bonus Shares

TORONTO, ONTARIO--(Marketwire - Nov. 21, 2011) -

NOT FOR DISTRIBUTION IN THE UNITED STATES

Radiant Energy Corporation, (TSX VENTURE:RDT) ("Radiant") announced that it has received approval from the TSX Venture Exchange ("TSXV") to complete an issuance (the "Issuance") of secured debentures in the aggregate principal amount of CDN$200,000 maturing two years from the date of their issue and carrying an interest rate of 12% per annum (the "Debentures"). The Debentures will be secured by a first charge on the assets of Radiant and its U.S. operating subsidiary, Radiant Aviation Services, Inc. Additionally, as a bonus to the participating lenders acquiring the Debentures, Radiant will issue 0.16 of its common shares to the lenders for every CDN$1.00 invested in the Debentures (the "Bonus Shares"), for a total issuance of 32,000 Bonus Shares.

Each of David Williams and John Marsh (including certain of his affiliates) invested CDN$50,000 in the Debentures, and a company controlled by Gregory O'Hara invested CDN$100,000 in the Debentures (together, the "Insider Loans"). The Insider Loans and the related issuance of Bonus Shares constitute a "related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). Radiant is relying on an exemption to the minority shareholder approval requirement of MI 61-101 as the Insider Loans are being entered into in response to the financial difficulties of Radiant. The Issuance, including the Insider Loans and the issuance of Bonus Shares, was approved by Radiant's independent directors. Radiant's independent directors have also reviewed the terms of the Issuance with management and have determined that such terms are reasonable in the circumstances, the Issuance will improve the financial condition of Radiant and the Issuance is in the best interests of Radiant. The issuance of Bonus Shares to the lenders has not materially affected the percentage of securities of Radiant beneficially owned and controlled by the lenders.

The net proceeds of the Issuance will be used to address Radiant's immediate working capital needs while it continues to further its marketing and sales initiatives in respect of its Radiant Deicing Systems. The infusion of cash is expected to have initial short-term benefits, but Radiant's business and affairs are not otherwise expected to be significantly impacted by the Issuance.

The Bonus Shares issued in conjunction with the Issuance will be subject to a four-month hold period under applicable securities laws and the policies of the TSXV.

About Radiant Energy Corporation

Radiant is the developer and marketer of Radiant Deicing Systems. Radiant's product is the only non- glycol based alternative approved by the US Federal Aviation Administration for the pre-flight ground deicing of aircraft. Aircraft deicing with Radiant's technology offers savings to airports and airlines over the use of conventional glycol-based deicing systems, reducing aircraft treatment costs and significantly reducing the negative impact of glycol on the environment.

This press release may contain forward-looking statements, including statements regarding the business and anticipated financial performance of Radiant Energy Corporation, which involve risks and uncertainties. These risks and uncertainties may cause Radiant's actual results to differ materially from those contemplated by the forward-looking statements. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this press release.

Contact Information

  • Radiant Energy Corporation
    David Williams
    President and Chairman
    416.922.8778