IBC ADVANCED ALLOYS CORP. ("IB") ("IB.DB")
BULLETIN TYPE: New Listing-Debentures
BULLETIN DATE: June 7, 2018
TSX Venture Tier 2 Company
New Listing-Debentures
Effective at the opening, June 11, 2018, the 8.25% unsecured convertible debentures (the "Convertible Debentures") of the Company will commence trading on TSX Venture Exchange (the "TSXV"). The Company is classified as an 'Industrial Company'.
Corporate Jurisdiction: British Columbia
Capitalization: Convertible Debentures in the aggregate principal amount of $3,897,000
Transfer Agent: Computershare Investor Services Inc.
Trading Symbol: IB.DB
CUSIP Number: 44923TAA6
Details of the Debentures:
Maturity Date: June 6, 2023
Redemption: The Convertible Debentures will not be redeemable at the option of the Company before a date that is 24 months following the date of issuance. On or after a date that is 24 months following the date of issuance and prior to the maturity date ("Maturity Date"), the Convertible Debentures may be redeemed in whole or in part at the option of the Company, on not more than sixty (60) days and not less than thirty (30) days prior notice provided that the daily volume weighted average trading price of the Common Shares on the TSXV is not less than $0.62 for the 30 consecutive trading days preceding the date on which the notice is given. Holders of Convertible Debentures should assume that this redemption option will be exercised if the Company is able to refinance at a lower interest rate or it is otherwise in the interest of the Company to redeem the Convertible Debentures.
Interest: The Convertible Debentures will bear interest on a semi-annual basis at the rate of 8.25% per annum. Interest will be payable on a semi-annual basis on June 30 and December 31 in arrears. The first interest payment following the listing of the Debentures will occur on December 31, 2018 in respect of the period from June 6, 2018 to December 31, 2018. Interest will be computed on the basis of a 360 day year.
Subordination: The Convertible Debentures will be subordinated to all current and future secured debt and other liabilities of the Company.
Conversion: The Convertible Debentures issued under the Convertible Debenture Offering will be convertible at the option of the holder of the Convertible Debenture into Common Shares at any time prior to the earlier of: (i) the close of business on the maturity date; and (ii) the business day immediately preceding the date specified for redemption of the Convertible Debentures upon a Change of Control, at a conversion price of $0.31 per Common Share, subject to adjustment in certain events. The Company may force the conversion of the principal amount of the then outstanding Convertible Debentures (the "Mandatory Conversion") at the Conversion Price on not more than 60 days' and not less than 30 days' notice should the daily volume weighted average trading price of the Common Shares on the TSXV be greater than $0.62 for the consecutive 30 trading days preceding the date of the notice, subject to the Mandatory Conversion being permitted under the policies of the principal exchange for any trading of the Convertible Debentures at that time.
Interest Start Date: December 31, 2018
First Interest Payment: December 31, 2018 (for interest accrued from June 6, 2018 to December 31, 2018)
Clearing and Settlement: The Convertible Debentures will clear and settle through CDS.
Board Lot: The Convertible Debentures are in denomination of $1,000 and will trade in a board lot size of $1,000 face value.
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