Forward Water Technologies Corp (FWTC)

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Forward Water Technologies Corp.
Wed, Jun 19, 2024, 1:00 PM EDT

TORONTO, ON / ACCESSWIRE / June 19, 2024 / Forward Water Technologies Corp. ("FWTC") (TSXV:FWTC) and Fraser Mackenzie Accelerator Corp. (the "MAC") (TSXV:FMAC.P) are pleased to announce that, further to their joint news release of May 14, 2024 announcing the proposed transaction between FWTC and FMAC (the "Transaction"), they continue to work to advance the Transaction.

Loan Advance

FMAC has advanced to FWTC an additional $25,000 by way of a secured loan (the "FMAC Loan"). The FMAC Loan shares a pari passu security ranking with FMAC's previous loan of to FWTC of $25,000 and with loans previously advanced by existing FWTC shareholders FirstLine Venture Partners Corporation and Sustainable Chemistry Alliance. The FMAC Loan will mature on December 31, 2024 and will bear interest at a rate of 20% per annum commencing on the date that is 120 days following the entering into of the definitive agreement to be entered into in connection with the Transaction, with no interest being charged prior to such date. FMAC has obtained TSXV approval to loan up to $225,000 to FWTC (inclusive of the $25,000 FMAC Loan).

FWTC and FMAC continue to work towards execution of the definitive agreement. The Transaction is intended to be FMAC's qualifying transaction for purposes of TSX Venture Exchange ("TSXV") policies. FWTC, after completion of the Transaction, is referred to as the "Resulting Issuer".

Concurrent Financing

In conjunction with the Transaction, FMAC proposes to raise a minimum of $1,400,000 in gross proceeds from the sale of FMAC subscription receipts (each, a "Subscription Receipt") at a price of $0.15 per Subscription Receipt (the "Concurrent Financing Price"). Each Subscription Receipt will entitle the holder to receive one FMAC common share (an "FMAC Share") and one-half of a FMAC common share purchase warrant, each whole such warrant (an "FMAC Warrant") will entitle the holder to purchase one FMAC Share at an exercise price of $0.20 at any time prior to the third anniversary of the issuance of such warrant.

The Transaction is proposed to occur following a 10 for 1 consolidation of the FWTC common shares: (a) the FMAC Shares (including, for greater certainty, the FMAC Shares issued upon exercise of the Subscription Receipts) will be exchanged on an approximately one for one basis for common shares in the capital of FWTC ("Resulting Issuer Shares") and the FMAC Warrants will be exchanged on an approximately one for one basis for common share purchase warrants of FWTC ("Resulting Issuer Warrants ; and (b) the Resulting Issuer Shares will be listed on the TSXV. Assuming that $1,400,000 is raised in the Concurrent Financing, this will result in 97,127,920 pre-consolidation Resulting Issuer Shares (or 9,712,792 post-consolidation Resulting Issuer Shares) being issued to the investors in the concurrent financing on closing of the Transaction. The Concurrent Financing Price is equivalent to $0.0144 per FWTC Share on a pre-exchange, pre-consolidation basis, or $0.144 per FWTC Share on a pre-exchange, post-consolidation basis.

https://finance.yahoo.com/news/little-known-small-cap-company-092100512.html