Forward Water Technologies Corp. Announces Brokered Private Placement
Toronto, Ontario – October 31, 2023 – Forward Water Technologies Corp. (TSXV: FWTC) (the "Company") is pleased to announce a brokered private placement (the "Offering") of a minimum of 20,000,000 units ("Units") and a maximum of 40,000,000 Units, on a commercially reasonable efforts agency basis, at a price of $0.05 per Unit (the "Issue Price") for gross proceeds of $1 million to $2 million.
The Offering may consist of up to 26,525,774 units issued pursuant to the listed issuer financing exemption available under Part 5A of National Instrument 45-106 – Prospectus Exemptions ("NI 45-106") for maximum gross proceeds of $1,326,288.70 (the "LIFE Offering"). There is an offering document relating to the LIFE Offering that can be accessed under the Company's profile at www.sedarplus.ca and at forwardwater.com. Prospective investors should read this offering document before making an investment decision.
In addition, the Company will complete, concurrent with the LIFE Offering, a brokered private placement of up to 40,000,000 Units on the same terms as the LIFE Offering, for gross proceeds of up to $2,000,000 (the "Concurrent Private Placement"). The Units sold under the Concurrent Private Placement will be sold pursuant to applicable exemptions under NI 45-106 other than the listed issuer financing exemption.
In no case will the aggregate amount raised under the LIFE Offering and Concurrent Private Placement be more than $2,000,000 and no more than $1,326,288.70 will be raised though the sale of Units under the LIFE Offering. The closing of the LIFE Offering is conditional upon the raising of at least $1,000,000 in gross proceeds under the LIFE Offering and Concurrent Private Placement.
Each Unit will consist of one common share of the Company (each, a "Share") and one Share purchase warrant of the Company (a "Warrant"). Each Warrant will entitle the holder to purchase one Share (each, a "Warrant Share") at a price of $0.075 per Warrant Share at any time on or before the date which is 36 months after the issuance of the Warrant, subject to adjustment in certain events.
The LIFE Offering and Concurrent Private Placement will be conducted by Leede Jones Gable Inc. as lead agent and sole bookrunner, on behalf of a syndicate of agents (collectively, the "Agents"). The LIFE Offering and Concurrent Private Placement are being made to purchasers resident in each of the Provinces of Canada, except Quebec and to purchasers resident in such jurisdictions outside of Canada as agreed to by the Agents and the Company.
The Company will use the net proceeds of the LIFE Offering and Concurrent Private Placement to continue the engineering efforts to support the commercialization of the Company's Forward Osmosis process, continue sales and market efforts and for working capital and general corporate purposes.
At the closing of the LIFE Offering and Concurrent Private Placement, the Company shall pay to the Agents a cash commission equal to 10.0% of the gross proceeds of the LIFE Offering and Concurrent Private Placement and will issue to the Agents a number of non-transferable warrants of the Company (the "Broker Warrants") equal to 10.0% of the number of Units sold under the LIFE Offering and Concurrent Private Placement, each Broker Warrant will be exercisable for a period of 36 months following the closing of the LIFE Offering and Concurrent Private Placement to acquire a Unit at an exercise price equal to the Issue Price, subject to adjustment in certain events. A reduced cash commission of 5.0% and a reduced number of Broker Warrants equal to 5.0% of the number of Units shall be payable with respect to Units sold to purchasers in the LIFE Offering and Concurrent Private Placement on a president's list.
The LIFE Offering and Concurrent Private Placement are scheduled to close on or around November 27, 2023 (or such other date as the Company and the Agents may agree) and are subject to certain conditions including, but not limited to, receipt of all necessary approvals including satisfaction of listing conditions of the TSX Venture Exchange.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any Units in the United States.
All securities issued in connection with the LIFE Offering are expected to be immediately freely tradeable under applicable Canadian securities laws if sold to purchasers resident in Canada. All securities issued in connection with the Concurrent Private Placement will, where applicable, be subject to a statutory hold period of four months and one day following the date of issuance in accordance with applicable Canadian securities laws.
About Forward Water Technologies Corp.
Forward Water Technologies Corp. is a publicly traded Canadian company dedicated to saving the earth's water supply using its patented Forward Osmosis technology. The Company was founded by GreenCentre Canada, a leading technology innovation centre supported by the government of Canada. The Company's technology allows for the reduction of challenging waste streams simultaneously returning fresh water for re-use or surface release. The Company's mandate is to focus on the large-scale implementation of its technology in multiple sectors, including industrial wastewater, oil and gas, mining, agriculture and ultimately municipal water supply and re-use market sectors. In addition, the Company has initiated early stage R&D for the treatment of food and beverage process streams.
For more information, please visit www.forwardwater.com.
For more information or interview requests, please contact:
C. Howie Honeyman – Chief Executive Officer
firstname.lastname@example.org 519 333 5888
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 news release.
Certain statements contained in this news release constitute "forward-looking information" as such term is used in applicable Canadian securities laws including statements regarding the closing of the LIFE Offering and the Concurrent Private Placement; the use of proceeds of the LIFE Offering and the Concurrent Private Placement and the ability for the Company to achieve its growth strategy and business plan. Forward-looking information is based on plans, expectations and estimates of management at the date the information is provided and is subject to certain factors and assumptions, including, the ability to scale the technology and the adoption of the technology by potential customers. Forward-looking information is subject to a variety of risks and uncertainties and other factors that could cause plans, estimates and actual results to vary materially from those projected in such forward-looking information. Some of the risks and other factors that could cause results to differ materially from those expressed in the forward-looking statements include, but are not limited to: general economic conditions in Canada, the United States and globally; unanticipated operating events; the availability of capital on acceptable terms; the need to obtain required approvals from regulatory authorities; stock market volatility as well as the other risks and uncertainties applicable to the Company as set forth in the Company's continuous disclosure filings filed under the Company's profile at www.sedarplus.ca. The Company undertakes no obligation to update these forward-looking statements, other than as required by applicable law.
Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information.