Collingwood, Ontario, June, 20 2023 – The Limestone Boat Company Limited (“Limestone” or the “Company”) (TSXV: BOAT) – has called for a meeting of holders (the “Debentureholder Meeting”) of its 10% Convertible Subordinated Debentures due May 14, 2024 (the “Convertible Debentures”) to be held July 18, 2023, to consider its previously-announced proposal to amend the terms of the Convertible Debentures to permit the Company to convert the outstanding principal and interest thereunder into common shares of the Company (“Common Shares”) at a conversion price of $0.071 per Common Share, subject to the definitive terms and conditions described in the associated documentation (the “Proposed Restructuring”). Limestone intends to implement the Proposed Restructuring by way of an Extraordinary Resolution passed either by written instrument approved by the Holders of not less than 66 2/3% of the principal amount of the outstanding Convertible Debentures (the “Requisite Consents”) or at the Debentureholder Meeting by holders of not less than 66 2/3% of the principal amount of the outstanding Convertible Debentures attending such Debentureholder Meeting.
The Company also announces the extension of the proposed closing of its previously-announced private placement issuance (the “Private Placement”) of up to 120,000,000 subscription receipts (“Subscription Receipts”) at a price of $0.05 per Subscription Receipt for gross proceeds of approximately $6.0 million. The Private Placement is now expected to close on or about July 21, 2023, or such other date as determined by the Company in its sole discretion. Upon satisfaction of certain escrow release conditions, negotiated in connection with the Private Placement (the “Escrow Release Conditions”), and without the payment of any additional consideration, each Subscription Receipt will convert into one Common Share. The gross proceeds from the sale of the Subscription Receipts will be held in escrow and released to the Company only upon the satisfaction or waiver of the Escrow Release Conditions. All securities issued in connection with the proposed Private Placement will be subject to a hold period expiring four months and a day from the date of their issuance. The Company intends to use the net proceeds from the Private Placement for general working capital purposes including repayment of certain existing indebtedness of the Company.
Each of the Proposed Restructuring and the Private Placement remain subject to all applicable approvals, including those required from the TSX Venture Exchange and under corporate and securities laws.
Upon completion of the Proposed Restructuring and the closing of the Private Placement, the Company intends to move forward with the construction of its 100,000 square foot purpose-built, state-of-the-art closed molding and vacuum infusion boatbuilding facility in Bayside, New Brunswick and to secure its training and transitional production facility in the Port of Bayside’s existing facilities. Limestone expects that the new facility will be used to produce the Limestone L200 Centre Console and Runabout models, and new fully-electric EV model. The Company has also completed tooling for its new L290 Dual Console boat which is expected to commence in 2024. Its L270 Dual Console boat, presently in development, is expected to follow within the first year.
In connection with the relocation of its manufacturing operations to New Brunswick, Canada, Limestone anticipates participation in certain Provincial and Federal development support initiatives including those offered by Opportunities New Brunswick and the Atlantic Canada Opportunities Agency.
The Company continues to have strong dealer support throughout New England, the Great Lakes, and beyond. These are markets that can be effectively serviced from Atlantic Canada.
About The Limestone Boat Company Limited
The Limestone Boat Company Limited– owner and builder of Limestone® Boats – is publicly traded on the TSX Venture Exchange under the ticker symbol “BOAT”. They are headquartered in Collingwood, Ontario.
For more information, please contact:
Bill Mitoulas | Investor Relations 800-720-2395 firstname.lastname@example.org www.limestoneboatcompany.com
Scott Hanson | CEO of The Limestone Boat Company Limited 800-720-2395
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Cautionary Note Regarding Forward-Looking Statements
Certain statements contained in this press release, and other publicly available documents including the documents referenced herein, constitute forward-looking information or forward-looking statements (collectively, “forward-looking information)”. These statements relate to future events or future performance. The use of any of the words “anticipate”, “believe”, “could” “should”, “would”, “estimate”, “expect”, “forecast”, “indicate”, “intend”, “likely, “may”, “plan”, “potential”, “project”, “outlook”, “seek”, “target”, “trend” or “will” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the parties’ current belief or assumptions as to the outcome and timing of such future events. Examples of such forward-looking information include, without limitation, the Proposed Restructuring, the Private Placement, the intention to restructure the Company’s assets and liabilities, funding support from any governmental program including those described herein, and any future manufacturing opportunities for the Company and the Limestone brand in Canada, and further expected changes to the Company’s operations and long-term viability. Actual future results may differ materially. The Company is subject to a number of risks relating to integration and go-forward operations, certain of which are more particularly described in the Company’s public filings available on SEDAR including, without limitation, the filing statement filed by the Company on February 23, 2021, and the Management’s Discussion and Analysis for the three months ended March 31, 2023. The forward-looking information contained in this release is made as of the date hereof and the parties are not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.
Many factors could cause actual results, level of activity, performance or achievements or future events or developments to differ materially from those expressed or implied by the forward-looking information. All the forward-looking information made in this press release is qualified by these cautionary statements and other cautionary statements or factors in this press release. There can be no assurance that the actual results or developments will be realized or, even if substantially realized, will have the expected consequences to, or effects on, the Company. Unless required by applicable securities law, the Company does not intend and does not assume any obligation to update this forward-looking information.