VANCOUVER, Canada – Westport Innovations Inc. (TSX:WPT), a global leader in alternative fuel, low-emissions transportation technologies, has signed a financing agreement with a Canadian based independent equity investment firm to help fund Westport’s corporate development activities and other growth opportunities currently being pursued by Westport. Under the terms of the agreement, the investment firm has agreed to purchase $15,000,000 of debenture units on a “bought-deal”, underwritten basis. Each debenture unit consists of $1,000 principal amount, 9% unsecured subordinated debentures with a three year maturity and 180 common share purchase warrants. Each warrant will entitle the holder to purchase one common share of Westport at an exercise price of $5.35 for a period of two years from the closing date of the offering. The offering will be made by way of short form prospectus and is scheduled to close on or about June 27, 2008.
“The financing provides a straight forward solution to help us meet the growing demand for product and potential new committments in the near term,” stated David Demers, CEO of Westport. “Westport’s product market is growing on a global scale and at an unprecedented pace. With the anticipated opportunities on the horizon we can see with our partners, we felt that it was imperative to secure capital at this time to ensure that those opportunities come to fruition”.
The securities forming the debenture units will not be registered under the U.S. Securities Act of 1933 (the Securities Act) and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons except in certain transactions exempt from the registration requirements of the Securities Act. 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 any state in which such offer, solicitation or sale would be unlawful.
The debenture will mature three years from the Closing Date and bear interest of 9% per annum, compounded annually, payable in cash semi-annually in arrears on December 15th and June 15th of each year during the term, commencing on December 15, 2008. Westport shall pay to the investment firm a cash commission equal to 4.95% of the gross proceeds of the offering. In addition, Westport will grant the investment firm 161,413 common share purchase broker warrants. Each broker warrant shall entitle the holder to purchase one common share at an exercise price of $4.60, for a period of 2 years following the closing date of the offering.
This transaction is subject to certain conditions including customary regulatory approvals and specifically, the approval of the Toronto Stock Exchange.
The Toronto Stock Exchange has not received and does not accept responsibility for the adequacy or accuracy of this news release.
Westport, a division of Westport Fuel Systems Inc., engineers the world’s most advanced natural gas engines and vehicles. We work with original equipment manufacturers worldwide from design through to production, creating products to meet the growing demand for vehicle technology that will reduce both emissions and fuel costs. To learn more about our business, visit www.westport.com, subscribe to our RSS feed, or follow us on Twitter @WestportDotCom.
This document contains forward-looking statements, including statements regarding the demand for our products, the future success of our business and technology strategies, investment, cash and capital requirements, intentions of partners and potential customers, the performance and competitiveness of our products and expansion of product coverage, future market opportunities, speed of adoption of natural gas for transportation, growth in demand as a result of new emission standards and terms of future agreements. These statements are neither promises nor guarantees, but involve known and unknown risks and uncertainties and are based on assumptions that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activities, performance or achievements expressed in or implied by these forward looking statements. These risks and assumptions include risks and assumptions related to our revenue growth, operating results, industry and products, the general economy, conditions of and access to the capital and debt markets, governmental policies and regulation, technology innovations, fluctuations in foreign exchange rates, global government stimulus packages, the acceptance of natural gas vehicles in fleet markets, the relaxation or waiver of fuel emission standards, the inability of fleets to access capital or government funding to purchase natural gas vehicles, the sufficiency of bio methane for use in our vehicles, the development of competing technologies as well as other risk factors and assumptions that may affect our actual results, performance or achievements or financial position discussed in our most recent Annual Information Form and other filings with securities regulators. Readers should not place undue reliance on any such forward-looking statements, which speak only as of the date they were made. We disclaim any obligation to publicly update or revise such statements to reflect any change in our expectations or in events, conditions or circumstances on which any such statements may be based, or that may affect the likelihood that actual results will differ from those set forth in the forward looking statements except as required by National Instrument 51-102.
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