Radient Technologies Inc.
TSX VENTURE : RTI

Radient Technologies Inc.

October 14, 2016 19:04 ET

Radient Technologies Inc. Announces Completion of Third and Final Tranche of Private Placement and Partial Closing of Shares for Debt Transaction

EDMONTON, ALBERTA--(Marketwired - Oct. 14, 2016) -

NOT FOR DISTRIBUTION TO THE U.S. NEWSWIRE OR FOR DISSEMINATION IN THE UNITED STATES

Radient Technologies Inc. ("Radient" or the "Corporation") (TSX VENTURE:RTI) announces the completion of the third and final tranche of a non-brokered private placement of up to 70,000,000 units (the "Units") of the Corporation at a price of $0.10 per Unit for aggregate proceeds of up to $7,000,000 (the "Offering") previously announced by the Corporation on July 29, 2016. Under the third tranche of the Offering, the Corporation issued and sold 6,520,158 Units for aggregate gross proceeds of $652,015. The Corporation plans to use the proceeds of the Offering for product development, capital expenditures and general working capital purposes.

Each Unit is comprised of one common share of the Corporation (a "Common Share") and one half Common Share purchase warrant (each whole warrant, a "Unit Warrant"), with each whole Unit Warrant entitling the holder to subscribe for one additional Common Share at a price of $0.25 per Common Share until the date that is 42 months from the date of issuance.

A portion of the third tranche of the Offering constitutes a "related party transaction" under Multilateral Instrument 61-101 ("MI 61-101") as Denis Taschuk, a director and senior officer of the Corporation, purchased 850,000 Units and Armand Lavoie, a director of the Corporation, purchased 172,500 Units. Prior to completion of the third tranche of the Offering, Mr. Taschuk owned or controlled 500,000 Common Shares or approximately 0.7% of the total Common Shares issued and outstanding. After giving effect to the third tranche of the Offering, and assuming Mr. Taschuk exercises all of the Warrants underlying the Units, Mr. Taschuk would own or control 1,775,000 Common Shares or approximately 2.2% of the issued and outstanding Common Shares. Prior to completion of the third tranche of the Offering, Mr. Lavoie owned or controlled 129,132 Common Shares or approximately 0.2% of the total Common Shares issued and outstanding. After giving effect to the third tranche of the Offering, and assuming Mr. Lavoie exercises all of the Warrants underlying the Units, Mr. Lavoie would own or control 387,882 Common Shares or approximately 0.5% of the issued and outstanding Common Shares. The Offering is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101, as neither the fair market value of securities being issued to insiders nor the consideration being paid by insiders will exceed 25% of the Corporation's market capitalization. The Corporation did not file a material change report 21 days prior to the closing of the third tranche of the Offering as the details of the participation of the related parties of the Corporation had not been confirmed at that time.

In connection with completion of the third tranche of the Offering, aggregate cash commissions of $30,976 are payable by the Corporation and 309,765 finder Common Share purchase warrants have been issued (the "Finder Warrants"). Each Finder Warrant is exercisable for one Common Share at a price of $0.10 per Common Share until the date that is 24 months from date of issuance of such Finder Warrant.

Further to the news release of September 13, 2016, the Corporation also announces the settlement of $131,180 of debt through the issuance of 1,249,333 Common Shares to an arm's length creditor of the Corporation (the "Shares for Debt Transaction"). The Shares for Debt Transaction was completed at a deemed price of $0.105 per share.

The Offering and Shares for Debt Transaction is subject to the receipt of all necessary approvals, including the approval of the TSX Venture Exchange. All securities issued in connection with the Offering and Shares for Debt Transaction are subject to a statutory four-month hold period.

About Radient

Radient extracts natural compounds from a range of biological materials using microwave assisted processing ("MAP™"), a patented technology platform which provides superior customer outcomes in terms of ingredient purity, yield, and cost. From its 20,000 square foot manufacturing plant in Edmonton, Alberta, Radient serves market leaders in industries that include pharmaceutical, food, beverage, natural health, personal care and biofuel markets. Visit www.radientinc.com for more information.

Information set forth in this news release contains forward-looking information and statements that are based on assumptions as of the date of this news release. These statements reflect management's current estimates, beliefs, intentions and expectations. They are not guarantees of future performance. The terms and phrases "goal", "commitment", "guidance", "expects", "would", "will", "continuing", "drive", "believes", "indicate", "look forward", "grow", "outlook", "forecasts", "intend", and similar terms and phrases are intended to identify these forward-looking statements, including but not limited to statements regarding receipt of approvals related to the Offering the Shares for Debt Transaction and the use of proceeds for the Offering. The Corporation cautions that all forward looking information and statements are inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond the Corporation's control. Such factors include, among other things: risks and uncertainties relating to the receipt of approvals related to the Offering and the Shares for Debt Transaction. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward looking information. Except as required under applicable securities legislation, the Corporation undertakes no obligation to publicly update or revise forward-looking information.

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

Neither 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 release.

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