UrtheCast Corp. (TSX: UR) (“UrtheCast” or the “Company”) is pleased to announce that it has entered into a binding credit agreement (the “Credit Agreement”) for the previously announced US$142 million senior secured credit facility (the “UrtheDaily Facility”) with UrtheDaily Funding L.P., as the initial lender. The proceeds from the UrtheDaily Facility will be used to finance the construction, launch and deployment of six satellites (the “UrtheDaily Constellation”), and for related working capital and general corporate purposes.
UrtheCast is also pleased to announce the issuance of a receipt for a final prospectus qualifying the distribution of notes and warrants underlying the subscription receipts issued under the $21.7 million brokered private placement that formed part of the previously announced $34.4 million private placement that closed on May 3, 2018 (the “Subordinated Capital Financing”).
The Lenders under the UrtheDaily Facility will fund the principal amount in equal amounts on each of the first drawdown date and the final drawdown date, subject to the Company meeting certain conditions precedent. The UrtheDaily Facility will mature on the fifth anniversary of the closing date, upon which it will be repayable in full. The Company may also refinance the UrtheDaily Facility at any time with no break fee.
The first drawdown of the UrtheDaily Facility is subject to a number of conditions, including the Company maintaining certain maximum leverage and total contracted value ratios and the completion of the syndication of the UrtheDaily Facility. As announced on December 5, 2017, the Company has signed binding data subscription contracts for the UrtheDaily Constellation totaling more than $100 million over the duration of the contracts. These long-term revenue commitments from these anchor customers and multiple incremental customers are expected to contribute to a consistent revenue stream for up to seven years.
The UrtheDaily Facility will be secured by a first priority security interest in substantially all of the assets of the Company and its subsidiaries. The Credit Agreement contains customary financial covenants as well as affirmative and negative covenants, including certain limitations on indebtedness, liens, investments, dividends, disposition of assets, change in business and transactions with affiliates.
The terms and conditions of the Credit Agreement, including the conditions to the final drawdown, remain substantially the same as those previously disclosed on April 3, 2018 and are set out in the Credit Agreement, which will be available for viewing and download on SEDAR (www.sedar.com). Readers are encouraged to review the Credit Agreement in its entirety and the risk factors set out in the final prospectus of the Company dated May 17, 2018.
UrtheCast Corp. is a Vancouver-based technology company that serves the rapidly evolving geospatial and geoanalytics markets with a wide range of information-rich products and services. The Company operates Earth Observation (EO) sensors in space, through its subsidiary Deimos Imaging, S.L.U., including two satellites, Deimos-1 and Deimos-2, to produce imagery data for partners and customers in multiple markets. UrtheCast processes and distributes imagery data and value-added products on behalf of the PanGeo Alliance, a network of seven satellite operators with a combined 13 medium- and high-resolution EO sensors. UrtheCast is developing a satellite constellation designed to capture high-quality, medium resolution optical imagery of the Earth’s entire landmass (excluding Antarctica) every day, called UrtheDaily™. UrtheCast is also developing the world’s first fully-integrated constellation of sixteen multispectral optical and SAR satellites, called OptiSAR™. Common shares of UrtheCast trade on the Toronto Stock Exchange as ticker “UR”.
For more information, visit UrtheCast’s website at www.urthecast.com.
Forward Looking Information
This release contains certain information which, as presented, constitutes “forward-looking information” or “forward-oriented financial information” within the meaning of applicable Canadian securities laws. Forward-looking information involves statements that relate to future events and often addresses expected future business and financial performance, containing words such as “anticipate”, “plan”, “explore” and “expect”, statements that an action or event “may”, “should” or “will” be taken or occur, or other similar expressions and includes, but is not limited to, statements relating to: UrtheCast’s expected completion of the UrtheDaily financing on the terms set out in this press release, the definitive documentation related thereto, or at all; UrtheCast’s expected satisfaction of the escrow release conditions in respect of the proceeds from the Subordinated Capital Financing; UrtheCast’s expectations with respect to its ability to raise proceeds from a subordinated debt or equity offering, achieve the required leverage and contracted revenue ratios and otherwise satisfy the first drawdown conditions and the final drawdown conditions under the Credit Agreement in a timely manner. Such statements reflect UrtheCast’s current views with respect to future events. Such statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by UrtheCast as at the date of this press release, are inherently subject to significant uncertainties and contingencies. Many factors could cause UrtheCast’s actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements, including, among others: UrtheCast’s inability to close the UrtheDaily financing on the terms set out in this press release, the definitive documentation related thereto, or at all; UrtheCast’s inability to satisfy the escrow release conditions in respect of the proceeds from the Subordinated Capital Financing; UrtheCast’s inability to raise proceeds from a subordinated debt or equity offering, achieve the required leverage and contracted revenue ratios or otherwise satisfy the first drawdown conditions or the final drawdown conditions under the Credit Agreement in a timely manner or at all; as well as those factors and assumptions discussed in UrtheCast’s annual information form dated April 2, 2018 and UrtheCast’s final prospectus dated May 17, 2018, which are available under UrtheCast’s SEDAR profile at www.sedar.com. UrtheCast cautions readers that such factors and uncertainties are not exhaustive and that should certain risks or uncertainties materialize, or should underlying estimates or assumptions prove incorrect, actual results, performance or achievements may vary significantly from those expected. There can be no assurance that the actual strategies, results, performance, events or activities anticipated by the Company will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, the Company.
UrtheCast undertakes no obligation to update forward-looking statements except as required by Canadian securities laws. Readers are cautioned against attributing undue certainty to forward-looking statements.
SOURCE UrtheCast Corp.