/NOT FOR DISTRIBUTION TO UNITED STATES
NEWS WIRE SERVICES OR FOR DISSEMINATION TO THE UNITED STATES/
MONTREAL, Oct. 12, 2018 /CNW/ - Xebec Adsorption Inc.
("Xebec" or the "Company") (TSX.V: XBC) is pleased to
announce that it has filed a preliminary short form prospectus in
connection with a "best-efforts" marketed offering (the
"Offering") of units of the Company (the "Units") for
aggregate gross proceeds to the Company of up to CND$10 million.
Each Unit will consist of one common share of the Company (a
"Common Share") at an indicative price of $0.75 per Unit and one-half (0.5) of one common
share purchase warrant (each whole common share purchase warrant, a
"Warrant"). Each Warrant will entitle the holder thereof to
purchase one Common Share, at a price of $1.05 per Common Share, for a period of 18 months
from the Closing Date (hereinafter defined) of the Offering. The
Offering is being led by Beacon Securities Limited
("Beacon"), on behalf of a syndicate of agents to be formed
(collectively, the "Agents").
The Agents have the option to offer for sale up to an additional
15% of the aggregate number of Units, Common Shares, Warrants, or
any combination thereof sold under and on the same terms as, the
Offering at any time up to 30 days following the Closing Date of
the Offering to cover over-allotments, if any, and for market
stabilization purposes.
The Units will be offered by way of preliminary short form
prospectus which has been filed with the securities regulatory
authorities in each of the provinces of Canada, pursuant to National Instrument 44-101
– Short Form Prospectus Distributions.
The Company intends to use the net proceeds of the Offering to
fund new project development initiatives in the renewable gas
generation sector, potential merger and acquisition opportunities
involving potential targets in industrial business segments,
research and development, capital equipment and general corporate
purposes.
The Offering will be priced in the context of the market
conditions with the final terms of the Offering to be determined at
the time of pricing following the marketing initiatives of the
Company. The Offering is scheduled to close on or about
October 26, 2018 (the "Closing
Date"), and is subject to certain conditions including, but not
limited to, the receipt of all necessary regulatory approvals
including the approval of the TSX Venture Exchange.
The Company is also pleased to announce that it expects to have
a positive cash flow from operating activities as of September 30, 2018. The Company will be providing
a full update with respect to the third quarter results when it
will release its financial results for such quarter in
November.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the
securities in the United States or
in any other jurisdiction in which such offer, solicitation or sale
would be unlawful. The securities have not been registered under
the U.S. Securities Act of 1933, as amended, and applicable U.S.
state securities laws and may not be offered or sold in
the United States absent
registration or an applicable exemption from the registration
requirements thereunder.
About Xebec
Xebec Adsorption Inc. is a global provider of gas generation,
purification and filtration solutions for the industrial, energy
and renewables marketplace. Its customers range from small to
multinational corporations and governments looking to reduce their
carbon footprints. Headquartered in Montreal (QC), Xebec designs, engineers and
manufactures innovative and transformative products, and has more
than 1,500 customers worldwide. With two manufacturing facilities
in Montreal and Shanghai, as well as a sales and distribution
network in North America,
Europe, and Asia, Xebec trades on the TSX Venture Exchange
under the symbol XBC. For additional information on the company,
its products and services, visit Xebec at xebecinc.com.
Cautionary Statement on Forward-Looking Information
This news release contains forward-looking statements and
forward-looking information (together, "forward-looking
statements") within the meaning of applicable Canadian
securities laws, respectively. Statements, other than statements of
historical facts, may be forward-looking statements. Generally,
forward-looking statements can be identified by the use of
terminology such as "plans", "expects", "estimates", "intends",
"anticipates", "believes" or variations of such words, or
statements that certain actions, events or results "may", "could",
"would", "might", "will be taken", "occur" or "be achieved", the
negative of these terms and similar terminology although not all
forward-looking statements contain these terms and phrases.
Forward-looking statements involve risks, uncertainties and other
factors that could cause actual results, performance, prospects and
opportunities to differ materially from those expressed or implied
by such forward-looking statements. These risks and uncertainties
include, but are not limited to, the Company meeting all conditions
for a timely closing of the Offering, including obtaining all
required approvals and the risk factors set out in Xebec's annual
and/or quarterly management discussion and analysis and in its
other public disclosure documents filed on SEDAR at www.sedar.com,
as well as all assumptions regarding the foregoing. Although Xebec
believes that the assumptions and factors used in preparing the
forward-looking statements are reasonable, undue reliance should
not be placed on these statements, which only apply as of the date
of this news release, and no assurance can be given that such
events will occur in the disclosed time frame or at all. Except
where required by applicable law, Xebec disclaims any intention or
obligation to update or revise any forward-looking statement,
whether as a result of new information, future events or otherwise.
Neither the 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 press release.
SOURCE Xebec Adsorption Inc.