(TSXV:BWLK) – Boardwalktech Software Corp. ("Boardwalktech"), a
leading digital ledger platform and enterprise software solutions
company is pleased to announce that it has completed the
restructuring of its debt agreement with existing lender and
investor, SQN Venture Income Fund, LP. (“SQN”), as previously
announced on April 4, 2019. This deal involves an
extension of its existing debt structure at a better interest rate
and an agreement by SQN to convert certain debt to equity (subject
to TSX Venture Exchange ("TSXV") and shareholder approval).
Highlights of the
transaction:
- An extension of the loan, with a new three-year maturity;
- A reduction of the interest rate from 14.5% to 12.5%;
- An initial six-month interest-only period, that can be extended
for another six-months should Boardwalktech achieve certain
performance milestones;
- A new USD$1,000,000 working capital loan by SQN, on terms
similar to the new extension;
- Conversion by SQN of USD$1,249,404 in debt to common shares of
Boardwalktech equity by SQN (subject to TSXV and shareholder
approval)
The amended loan agreement will mature in June,
2022, one year later than the original loan executed on June 15,
2018. In consideration of the new advance, subject to
the approval of the TSXV: (i) Boardwalktech will grant to SQN
warrants to acquire 1,200,000 common shares of Boardwalktech at an
exercise price of CAD$0.60 per share for a period not to exceed the
term of the loan; and (ii) SQN will convert USD$1,249,404 of the
existing debt into common shares of Boardwalktech at a conversion
price of USD$0.36 per share, subject to receipt of shareholder
approval to the extent that conversion of the debt would result in
SQN becoming a "control person" under the policies of the TSXV.
Failure by the company to obtain any required approvals of the
TSXV's or the company's shareholders will constitute an event of
default under the amended loan agreement.
“Restructuring this loan with SQN is a big boost
to Boardwalktech to help fuel our continued expansion and provide
resources to accelerate continuing sales momentum.
Further, the improved terms in the new loan and SQN’s desire to
convert part of their debt into equity, reflects the type of
ongoing support we are receiving from SQN and our other new and
existing investors. As the first company to develop a now
patented digital ledger database designed to deliver collaborative
multi-party enterprise applications for large Fortune 500
companies, we are experiencing increased adoption of Boardwalktech
in the marketplace, expanding our customer base, while continuing
to increase our bookings,” said Andrew T. Duncan, President and CEO
of Boardwalktech Software Corp. “Today we have made considerable
progress, strengthening our balance sheet, improving our debt
agreement while seeing adoption of our platform in the market by
large enterprises in wide ranging industries, who are running
mission critical processes on the Boardwalk Digital Ledger
Platform.”
“SQN Venture Partners is pleased to continue its
long-term support for Boardwalktech. Since their going public on
the TSXV, the company has continued to demonstrate its market
leadership in the digital transformation by using blockchain
technology. Their list of customers continues to grow and
impress us with their caliber,” said Ryan McCalley, Managing
Partner and Founder of SQN Venture Partners. “Our conversion of
debt for shares will also improve the balance sheet of
Boardwalktech while generating attractive risk-reward outcomes for
our investors and represents the win-win solutions we strive to
achieve within our portfolio of unique emerging technology enabled
companies.”
About Boardwalktech Software
Corp.
Founded in 2004, Boardwalktech has developed a
patented, robust, digital ledger technology that allows for
multi-party collaboration and verification on a trusted, shared,
secure, and private information cloud. Our Boardwalk Enterprise
Blockchain data management platform allows rapid blockchain
application development on many platforms using any user interface,
supporting "smart contract" business logic, integration with legacy
systems and an easy method of connecting all participants (through
Boardwalk virtual machines) enabling the exchange of secure and
validated digital business information.
Boardwalktech is headquartered
in Cupertino, California with offices in India and
operations in North America. For more information on
Boardwalktech, visit our website at www.boardwalktech.com.
About SQN Venture Partners
SQN Venture Partners works closely with
passionate entrepreneurs to creatively structure alternative forms
of financing for achieving growth as a supplement to venture
capital. Venture debt is the next logical layer of risk capital for
the most promising companies that have been validated by recent
rounds of venture capital investments. Our capital is generally
used to purchase business-essential equipment, invest in key hires,
finance working capital needs, or simply extend runway. For
more information on SQN Venture Partners, please visit
https://www.sqnvp.com/.
Forward-Looking Information and
Statements
This press release contains certain
"forward-looking information" within the meaning of applicable
Canadian securities legislation and may also contain statements
that may constitute "forward-looking statements" within the meaning
of the safe harbor provisions of the U.S. Private Securities
Litigation Reform Act of 1995. Such forward-looking information and
statements are not representative of historical facts or
information or current condition, but instead represent only the
company’s beliefs regarding future events, plans or objectives,
many of which, by their nature, are inherently uncertain and
outside of the company’s control. Generally, such forward-looking
information or statements can be identified by the use of
forward-looking terminology such as "plans", "expects" or "does not
expect", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate", or
"believes", or variations of such words and phrases or may contain
statements that certain actions, events or results "may", "could",
"would", "might" or "will be taken", "will continue", "will occur"
or "will be achieved".
By identifying such information and statements
in this manner, the company is alerting the reader that such
information and statements are subject to known and unknown risks,
uncertainties and other factors that may cause the actual results,
level of activity, performance or achievements of the company to be
materially different from those expressed or implied by such
information and statements.
An investment in securities of the company is
speculative and subject to several risks including, without
limitation, the risks discussed under the heading "Risk Factors" in
the company's filing statement dated May 30, 2018. Although the
company has attempted to identify important factors that could
cause actual results to differ materially from those contained in
the forward-looking information and forward-looking statements,
there may be other factors that cause results not to be as
anticipated, estimated or intended.
In connection with the forward-looking
information and forward-looking statements contained in this press
release, the company has made certain assumptions. Although the
company believes that the assumptions and factors used in
preparing, and the expectations contained in, the forward-looking
information and statements are reasonable, undue reliance should
not be placed on such information and statements, and no assurance
or guarantee can be given that such forward-looking information and
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
information and statements. The forward-looking information and
forward-looking statements contained in this press release are made
as of the date of this press release, and the company does not
undertake to update any forward-looking information and/or
forward-looking statements that are contained or referenced herein,
except in accordance with applicable securities laws. All
subsequent written and oral forward-looking information and
statements attributable to the company or persons acting on its
behalf is expressly qualified in its entirety by this notice.
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.
Contacts:Charlie Glavin Boardwalktech, Inc.
650-618-6163charlie.glavin@boardwalktech.com
Boardwalktech Software (TSXV:BWLK)
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