VIQ Solutions Raises Capital for Strategic & Accretive Growth Acquisitions
Financing accelerates adoption of VIQ’s AI technology aiAssistTM and software-as-a-service (SaaS) offerings
TORONTO, Nov. 09, 2018 (GLOBE NEWSWIRE) — VIQ Solutions Inc. (“VIQ” or the “Company”) (TSX Venture Exchange: VQS), a global expert providing a cybersecure AI technology and service platform, announced today that it is negotiating a secured term debt facility (the “Debt Facility”) with a leading specialty finance company for up to CAD $15.0M (approximately USD $11.5M), to be utilized and drawn upon for strategic acquisitions. The Debt Facility will be subject to the negotiation and execution of definitive documentation.
Concurrently, the Company is raising additional capital in the form of convertible debentures (“Debentures”) with a target raise amount of USD $6.5M in one or more closings.
The details of the Debentures are as follows. A target raise in the amount of USD$6.5M of Debentures with an overallotment option to increase the size of the offering to USD$10.0M, subject to a minimum aggregate raise of USD$4.0M, which will accrue quarterly at a rate of 10% per annum. The Debentures will mature five years from the date of issuance. All accrued and unpaid interest shall be paid in kind by increasing the principal amount of the Debenture. The Debentures will be convertible into Shares at the holders’ option during the term of the Debentures at a conversion price equal to the 20-day volume weighted average price of the Shares on the TSX V as of the trading day immediately prior to the closing date of the Debenture financing (the “Conversion Price”).
Additionally, 0.5 common share purchase warrants (“Warrants”) will be issued to the holders of the Debentures for every Share issued upon the conversion of the Debentures. Pursuant to the terms of the Debenture financing, if any one investor subscribes for a minimum aggregate amount of USD $2M of Debentures, one (1) Warrant will be issued to the holder thereof for every Share issued upon the conversion of the Debentures.
Each whole Warrant shall be exercisable to acquire one Share of the Company for a period of two (2) years from the date of issuance of the Debenture at an exercise price equal to 115% of the 20-day volume weighted average price of the Shares on the TSX V as of the trading day immediately prior to the closing date of the Debenture financing. The Warrants are subject to an acceleration clause, whereby, if the closing price of the Shares is equal to or exceeds 175% of the Conversion Price for 30 consecutive trading days (with the 30th such trading date hereafter referred to as the “Eligible Acceleration Date”), the Company may, at its option, within 10 business days following such Eligible Acceleration Date, accelerate the expiry date by issuing a press release (an “Acceleration Press Release”) and, in such case, the expiry date shall be deemed to be 5:00 p.m. on the 15th day following the issuance of the Acceleration Press Release.
VIQ has entered into non-binding letters of intent (“LOI’s”) with certain US-based companies that it is currently in discussions to acquire. These acquisitions are subject to the negotiation and execution of a definitive agreement as well as customary due diligence.
The Debt Facility, the Debentures and the acquisitions are subject to the approval of the TSXV.
“As we execute our next growth phase, we are pleased to be working with a strong debt partner capable of scaling with us, as well as many US-based investors along with new commercial partners and target companies. This level of non-dilutive capital will enable VIQ to transform digital document creation and transcription using the proprietary AI technology we have developed over the last year. Law enforcement, insurance, and courts & justice are some of the highly fragmented markets experiencing the early stages of a massive digital revolution in the processing of audio and video recordings, and documentation of evidence. These targeted acquisitions, once completed, will be accretive immediately. In addition, the acquisitions will increase our digital volume for AI processing and advance our AI product commercialization”, said Sebastien Paré, President and CEO of VIQ.
For further information: Nabbeela Dewji, Marketing Manager, VIQ Solutions, (905) 948-8266 ext. 214, email: [email protected] and Sebastien Pare, President and CEO, VIQ Solutions, (905) 948-8266.
For more information about VIQ, please visit www.viqsolutions.com.
About VIQ Solutions
VIQ Solutions is a global expert in video capture software and audio recording with voice-to-text capabilities. VIQ provides a cybersecure AI technology and service platform to law enforcement, immigration, medical, legal, insurance, courts, and transcription service providers, enabling them to unlock the value of their enterprise digital media and streamline their document-creation workflow, using artificial intelligence tools for measurable business gains.
Certain statements included in this news release constitute forward-looking statements or forward-looking information under applicable securities legislation. Such forward-looking statements or information are provided for the purpose of providing information about management’s current expectations and plans relating to the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes. Forward-looking statements or information typically contain statements with words such as “anticipate”, “believe”, “expect”, “plan”, “intend”, “estimate”, “propose”, “project” or similar words suggesting future outcomes or statements regarding an outlook. Forward-looking statements or information in this news release include, but are not limited to, completion of the Debt Facility, the Debenture financing and the proposed strategic acquisitions.
Forward-looking statements or information is based on several factors and assumptions which have been used to develop such statements and information, but which may prove to be incorrect. Although VIQ believes that the expectations reflected in such forward-looking statements or information are reasonable, undue reliance should not be placed on forward-looking statements because VIQ can give no assurance that such expectations will prove to be correct. In addition to other factors and assumptions which may be identified in this news release, assumptions have been made regarding, among other things, obtaining TSX V approval of the Debt Facility, the Debenture financing and the proposed acquisitions. Readers are cautioned that the foregoing list is not exhaustive of all factors and assumptions which have been used.
Forward-looking statements or information are based on current expectations, estimates and projections that involve several risks and uncertainties which could cause actual results to differ materially from those anticipated by VIQ and described in the forward-looking statements or information. These risks and uncertainties may cause actual results to differ materially from the forward-looking statements or information. Readers are cautioned that the foregoing list is not exhaustive of all possible risks and uncertainties.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.
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