HAMILTON THORNE ANNOUNCES EXTENSION OF ITS COMMITTED LINE OF CREDIT TO NOVEMBER 2017
BEVERLY, MA and TORONTO, Ontario – October 5, 2015 – Hamilton Thorne Ltd. (TSX-V: HTL), a leading provider of precision laser devices and advanced image analysis systems for the fertility, stem cell and developmental biology research markets, today announced that it reached agreement with Commerce Bank and Trust to extend its committed line of credit from October 2016 to November 2017.
Under this agreement, the Company can continue to borrow up to a maximum of US$3,500,000 until November 1, 2017. The notes bear interest at the LIBOR 30 Day Index Rate plus 2% or lender’s base rate less one-half percent based on the date of the borrowing at the borrower’s election, but in no case less than 4% per annum. Borrowings under the agreement are due at the end of the term unless the maturity date is further extended. Borrowings under the agreement are collateralized by substantially all the Company's assets and additionally secured by letters of credit provided by two shareholders.
“This structure provides us with tremendous flexibility to manage our borrowings while providing investors and strategic partners with greater certainty in our capital structure. This extension of our long-standing line of credit by our senior lender represents increased confidence in our results and our progress,” said Michael Bruns, Chief Financial Officer of Hamilton Thorne Ltd. “Under this new arrangement we have access to a committed line of credit through November 2017 at a very favorable interest rate."
As part of this arrangement the underlying letters of credit were extended to January 5, 2018. As compensation for such extension, the Company has agreed to forthwith issue to Daniel K. Thorne, a Director and major shareholder of the Company, 113,255 common shares at a deemed issuance price of $0.26 per share (being the closing market price of the shares prior to the date hereof) with an aggregate value of US$22,500. The Company has also agreed to issue to Mr. Thorne up to an additional US$45,000 worth of common shares in the next two years in two equal instalments on January 5, 2016 and January 5, 2017, respectively. Such additional shares will be issued at a deemed price equal to the applicable market price of the shares prior to the respective date of issuance. The transactions contemplated herein remain subject to final TSXV approval.
Pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”), the issuance of the common shares to Mr. Thorne is a “related party transaction.” The Company is exempt from the formal valuation requirement of MI 61-101 in connection with such issuance in reliance on section 5.5(b) of MI 61-101, as no securities of the Company are listed or quoted for trading on the Toronto Stock Exchange, the New York Stock Exchange, the American Stock Exchange, the NASDAQ stock market or any other stock exchange outside of Canada and the United States. Additionally, the Company is exempt from obtaining minority shareholder approval in connection with the issuance of the shares in reliance on section 5.7(1)(a) of MI 61-101 as the fair market value of the shares does not exceed 25% of the market capitalization of the Company.
About Hamilton Thorne Ltd. (www.hamiltonthorne.com)
Hamilton Thorne designs, manufactures and distributes precision laser devices and advanced imaging systems for the fertility, stem cell and developmental biology research markets. It provides novel solutions for Life Science that reduce cost, increase productivity, improve results and enable research breakthroughs in regenerative medicine, stem cell research and fertility markets. Hamilton Thorne's laser products attach to standard inverted microscopes and operate as micro-surgical instruments, enabling a wide array of scientific applications and IVF procedures. Its imaging systems improve outcomes in human IVF clinics and animal breeding facilities and provide high-end toxicology analyses.
Hamilton Thorne’s growing customer base includes pharmaceutical companies, biotechnology companies, fertility clinics, university research centers, and other commercial and academic research establishments worldwide. Current customers include world-leading research labs such as Harvard, MIT, Yale, McGill, DuPont, Monsanto, Charles River Labs, Jackson Labs, Merck, Novartis, Pfizer, and Oxford and Cambridge.
Neither the Toronto Venture Exchange, nor its regulation services provider (as that term is defined in the policies of the exchange), accepts responsibility for the adequacy or accuracy of this release.
Certain information in this press release may contain forward-looking statements. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict including the risk that the Company may not be able to obtain the necessary regulatory approvals, as applicable. Actual results might differ materially from results suggested in any forward-looking statements. The Company assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward-looking statements unless and until required by securities laws applicable to the Company. Additional information identifying risks and uncertainties is contained in filings by the Company with the Canadian securities regulators, which filings are available at www.sedar.com
For more information, please contact:
|David Wolf, President & CEO
Hamilton Thorne Ltd.
ir [AT] hamiltonthorne [DOT] com
|Michael Bruns, CFO
Hamilton Thorne Ltd.
ir [AT] hamiltonthorne [DOT] com