Hamilton Thorne Extends the Term and Reduces Interest Rate of Outstanding Debentures
30 Septembre 2013 - 10:15PM
Marketwired
Hamilton Thorne Extends the Term and Reduces Interest Rate of
Outstanding Debentures
BEVERLY, MA and TORONTO, ON--(Marketwired - Sep 30, 2013) -
Hamilton Thorne Ltd. (TSX VENTURE: HTL), a leading provider of
precision laser devices and advanced image analysis systems for the
fertility, stem cell and developmental biology research markets
announced today that is has reached an agreement to amend (the
"Debenture Amendments") its $300,000 unsecured subordinated
debentures (the "Debentures") dated August 29, 2012. The Debenture
Amendment: (i) extends the maturity date of the Debentures from
October 1, 2013 to October 1, 2016; (ii) reduces the interest rate
payable under the Debentures to 10% per annum effective October 1,
2013 until the maturity date; and (iii) amends interest payment
terms so that interest to September 30, 2013 shall be accrued and
paid only upon maturity or earlier redemption of the Debentures,
while interest earned from and after October 1, 2013 shall be
payable in arrears on a quarterly basis. All other terms and
conditions of the Debentures, as amended, were ratified and
confirmed.
"We are pleased with the confidence and support shown by two of
our major investors in extending and amending the terms of these
debentures," said Michael Bruns, Chief Financial Officer of
Hamilton Thorne Ltd. "These changes have improved our balance
sheet and working capital while reducing our interest expense."
Related Party Transactions
As both Debenture holders are insiders of the Company, the
Debenture Amendments constitute a "related party transaction"
pursuant to Multilateral Instrument 61-101 - Protection of Minority
Security Holders in Special Transactions ("MI 61-101"). The Company
is exempt from the formal valuation requirement of MI 61-101 in
connection with this amendment in reliance on section 5.5(b) of MI
61-101, as no securities of the Company are listed or quoted for
trading on the Toronto Stock Exchange, the New York Stock Exchange,
the American Stock Exchange, the NASDAQ Stock Market or a stock
exchange outside of Canada and the United States. Additionally, the
Company is exempt from obtaining minority approval in connection
with the Debenture Amendments in reliance on section 5.7(1)(b) of
MI 61-101, as, in addition to the foregoing, (i) neither the fair
market value of the Debentures nor the consideration received in
respect thereof from insiders exceeds $2.5 million, (ii) the
Company has one or more independent directors in respect of the
Debenture Amendments who are not employees of the Company, and (ii)
all of the independent directors have approved the Debenture
Amendments.
A material change report in respect of the Debenture Amendments
will be released less than 21 days before the effective date of the
Debenture Amendments as the final details of the Debenture
Amendments were not settled until shortly prior to the date of this
news release.
About Hamilton Thorne Ltd. (www.hamiltonthorne.com)
Hamilton Thorne designs, manufactures and distributes precision
laser devices and advanced image analysis systems for the
fertility, stem cell and development biology research markets. It
provides novel solutions for Life Science that reduce cost,
increase productivity, improve results and enable research
breakthroughs in regenerative medicine, stem cell research and
fertility markets. Hamilton Thorne's laser products attach to
standard inverted microscopes and operate as robotic
micro-surgeons, enabling a wide array of scientific applications
and IVF procedures. Its image analysis systems improve outcomes in
human IVF clinics and animal breeding facilities and provide
high-end toxicology analyses.
Hamilton Thorne's growing customer base includes pharmaceutical
companies, biotechnology companies, fertility clinics, university
research centers, and other commercial and academic research
establishments worldwide. Current customers include world-leading
research labs such as Harvard, MIT, Yale, McGill, DuPont, Monsanto,
Charles River Labs, Jackson Labs, Merck, Novartis, Pfizer, and
Oxford and Cambridge.
Neither the Toronto Venture Exchange, nor its regulation
services provider (as that term is defined in the policies of the
exchange), accepts responsibility for the adequacy or accuracy of
this release.
Certain information in this press release may contain
forward-looking statements. This information is based on current
expectations that are subject to significant risks and
uncertainties that are difficult to predict. Actual results might
differ materially from results suggested in any forward-looking
statements. The Company assumes no obligation to update the
forward-looking statements, or to update the reasons why actual
results could differ from those reflected in the forward-looking
statements unless and until required by securities laws applicable
to the Company. Additional information identifying risks and
uncertainties is contained in filings by the Company with the
Canadian securities regulators, which filings are available at
www.sedar.com.
For more information, please contact: David Wolf President &
CEO Hamilton Thorne Ltd. 978-921-2050 Email Contact Michael Bruns
Chief Financial Officer Hamilton Thorne Ltd. 978-921-2050 Email
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