OTTAWA, ON, January 10, 2022 / CNW / – Enablence Technologies Inc. (“Activation“or the”Society“) (TSXV: ENA), a supplier of optical components and subsystems, is pleased to announce that it has entered into a modified and updated senior loan agreement (the”Amended Senior Loan Agreement“) with Vortex ENA LP (“Vortex“), a related party to the Company. The Company is also pleased to announce that T. Paul Rowland will join the Company as Interim Chief Financial Officer (“CFO“), subject to the approval of the TSX Venture Exchange (“TSXV “). Mr. Rowland will replace the current Chief Financial Officer of the Company, Craig Fashion, effective January 17, 2022. Mr. Mode will retain his post of Co-Managing Director (“Co-CEO“) up to January 31, 2022, to help with transition tasks, after which he will leave the Company and Ashok Balakrishnan will be the sole CEO of the Company.
Amended Senior Loan Agreement
The Company has entered into an amended senior loan agreement effective from December 31, 2021, with certain terms described below. A full copy of the amended loan is available on SEDAR under the Company’s Issuer Profile.
Consolidated loan balance, including principal advances, accrued interest, and accrued charges. December 31, 2021 about $ 6.9 million (the “Loan balance“);
The loan balance includes approximately $ 1.0 million amounts previously recorded in the Company’s accounts payable that were acquired by Vortex under the Amended Loan;
Due date from December 31, 2025, subject to a six-month extension option upon written request from Enablence;
Interest rate of 7.5% per annum; interest runs up to December 31, 2023 and payable monthly in cash thereafter;
Additional advances under the loan will be subject to Vortex’s sole discretion; and
All previous faults have been permanently removed.
Since Vortex is a “related party” of the Company, the signing of the amended senior loan agreement is considered a “related party transaction” for the purposes of Multilateral Instrument 61-101 – Protection of holders of minority securities in special transactions (“MI 61-101The company did not file a material change report more than 21 days before accepting the amended senior loan agreement, as the details of the changes were not worked out until shortly before this announcement. assessment and approval of minority shareholders available under MI 61-101 The Company is exempt from the formal assessment requirement of section 5.4 of MI 61-101 under section 5.5 (b) of MI 61-101 because the Company is not listed on a specified market under MI 61-101. In addition, the Company is exempt from the minority shareholder approval requirement provided for in section 5.6 of MI 61- 101 under section 5.7 (f) of MI 61-101.
The amended Senior Loan Agreement is subject to the approval of the TSXV.
Senior management changes
The Company is also pleased to announce that T. Paul Rowland joined the Company in the role of CFO, replacing the current CFO of the Company, Craig Fashion, effective January 17, 2022. Mr. Mode will also be stepping down as co-CEO on January 31, 2022, after a short transition period. The resignation of Mr. Mode has been accepted by the Board of Directors of the Company. Mr. Mode was hired by the Company in May 2021 to lead its recent recapitalization operation. After the end of the transition period, January 31, 2022, he will resume his previous role as a venture capitalist.
Mr. T. Paul Rowland is a seasoned financial executive with over 35 years of experience in various finance and accounting management positions. Most recently, Mr. Rowland served for four years as Chief Financial Officer and Corporate Secretary of Brane Inc., a private cryptocurrency and blockchain company. Prior to this role, he held senior positions at Yamana Gold Inc. and Barrick Gold Corporation and was CFO of a publicly traded resource company. Mr. Rowland is a Chartered Professional Accountant, Chartered Accountant (Illinois) and a Chartered Global Management Accountant. He graduated from Western University with an Honors Bachelor of Science degree. Mr. Rowland’s appointment remains subject to the approval of the TSXV.
About Enablence Technologies Inc.
Enablence is a publicly traded company that designs, manufactures and sells optical components and subsystems to a global customer base. It uses its patented technologies, including the intellectual property of planar light wave circuits, in the production of a set of photonic components and broadband subsystems that provide a key part of the infrastructure for telecommunications systems. current and next generation. The Company’s components are key elements in building large optical network infrastructures that enable global networking and large-scale computing for businesses and individuals, including data centers and telecommunications networks. 5G. For more information visit www.enablence.com.
This press release contains forward-looking statements about the Company based on management’s current expectations and assumptions, which involve known and unknown risks and uncertainties associated with our business and the economic environment in which the business operates. All of these statements are forward-looking statements under applicable Canadian securities legislation. All statements contained in this document that are not statements of historical fact can be considered as forward-looking statements. In particular, this press release contains forward-looking statements regarding the timing and ability of the Company to obtain regulatory approvals (including the TSX Venture Exchange) of the Amended Senior Loan Agreement and the appointment of the Interim Chief Financial Officer. By their nature, forward-looking statements require us to make assumptions. The assumptions are based in part on the ability to obtain regulatory approval. These statements are based on current expectations which involve several risks and uncertainties which could cause actual results to differ from those anticipated. These risks include, but are not limited to, the risks associated with the Company not obtaining the required regulatory approvals (including the TSX Venture Exchange); the terms as described herein are subject to change after the date hereof; the impact of the evolution of the COVID-19 pandemic on the Company’s activities, operations and sales; uncertainties relating to the ultimate spread, severity and duration of COVID-19 and the related negative effects on the economies and financial markets of the countries in which the Company operates; and the Company’s ability to successfully implement its business continuity plans with respect to the COVID-19 pandemic. Although the Company believes that the expectations reflected in the forward-looking statements contained in this press release, and the assumptions upon which such forward-looking statements are made, are reasonable, there can be no assurance that such expectations will prove to be correct. We caution our readers of this press release not to place undue reliance on our forward-looking statements as a number of factors could cause actual results or conditions to differ materially from current expectations. Additional information on these and other factors that could affect the Company’s operations is set out in the Company’s continuous disclosure documents which can be viewed on SEDAR (www.sedar.com) under the Enablence issuer profile. Enablence does not intend and disclaims any obligation, except as required by law, to update or revise forward-looking statements, 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 release.
SOURCE Enablence Technologies Inc.
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