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Research Capital Corporation leads brokered private placement of convertible debenture units of PyroGenesis Canada Inc.

Fasken
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Overview

Client

Research Capital Corporation

On July 21, 2023, PyroGenesis Canada Inc. (the “Company") closed an approximately C$3 million brokered private placement of convertible debenture units (the “Units”) of the Company (the “Offering”). A total of 3,030 Units were sold at a price of C$1,000 per Unit.

Each Unit consists of one 10.0% unsecured convertible debenture of the Company (a “Convertible Debenture”) with a maturity of 36 months from the date of issuance (the “Maturity Date”) and 1,000 common share purchase warrants of the Company (each, a “Warrant”). Each Warrant entitles the holder thereof to acquire one common share in the capital of the Company (each, a “Common Share”) at an exercise price of C$1.25 for a period of 24 months following the closing date.

The principal amount of each Convertible Debenture is convertible, for no additional consideration, into Common Shares at the option of the holder at any time prior to the earlier of: (i) close of business on the business day immediately preceding the Maturity Date, and (ii) the business day immediately preceding the date specified by the Company for redemption of the Convertible Debentures upon a change of control at a conversion price equal to C$1.005, subject to customary adjustments.

The Offering was led by Research Capital Corporation as the sole agent and sole bookrunner.

Fasken advised Research Capital Corporation with a team led by John Sabetti, including Rubin Rapuch, Onyi Ubah and George Soules (Capital Markets and M&A); and Mitchell Thaw (Tax).

Jurisdiction

  • Ontario

Team

  • John M. Sabetti, Partner, Toronto, ON, +1 416 865 4455, jsabetti@fasken.com
  • Rubin Rapuch, Partner, Toronto, ON, +1 416 868 3447, rrapuch@fasken.com
  • Onyi Ubah, Associate, Toronto, ON, +1 416 943 8892, oubah@fasken.com
  • George Soules, Associate, Toronto, ON, +1 416 868 7810, gsoules@fasken.com