Vision Marine Technologies Inc. Announces Close of $3.0 Million Private Placement of Convertible Preferred Shares and Warrants with Investissement Québec

Rhea-AI Summary

Vision Marine Technologies Inc. (NASDAQ:VMAR) has entered into a securities purchase agreement with the Government of Quebec, selling 3,000 convertible Series B Preferred Shares and warrants for gross proceeds of US$3.0 million. The shares are initially convertible into 2,857,142 common shares at a conversion price of US$1.05 per share. The Warrants have an exercise price of US$1.05 per share and will expire five (5) years from the date of issuance. The offering was made under Section 4(a)(2) of the Securities Act of 1933 and/or Rule 506(b) of Regulation D and has not been registered under the Act or applicable state securities laws.

Insights

Financial Analyst

The private placement agreement between Vision Marine Technologies Inc. and the Government of Quebec signifies a strategic infusion of capital that has the potential to enhance the company's financial stability and accelerate its growth within the electric boating industry. The sale of preferred shares and warrants for a gross proceed of US$3.0 million, before expenses, provides Vision Marine with immediate capital, which could be utilized for research and development, market expansion, or operational efficiencies.

With the Series B Preferred Shares being convertible into common shares at US$1.05, this conversion rate will be a key figure for current and prospective investors, as it could dilute the value of existing shares but also indicates the potential price the government sees value in the company. The mandatory conversion after twelve months adds a predictable timeline for this dilution, allowing investors to plan accordingly. The long-term warrant exercise period of five years offers a window for the government to capitalize on future growth, aligning the interests of the government with long-term shareholders.

It's important to note that the private placement is being conducted under specific exemptions from the SEC, which means that the securities are not available to the general public and are subject to restrictions on resale. This could limit liquidity for these new securities but also allows Vision Marine to raise capital more quickly and with potentially fewer regulatory hurdles.

Legal Expert

The legal framework for this transaction involves Section 4(a)(2) of the Securities Act of 1933 and Rule 506(b) of Regulation D, which exempts certain transactions from the full registration requirements typically necessary for public offerings. This indicates that Vision Marine is targeting sophisticated investors or those who have a pre-existing relationship with the company, which is often the case with government entities in investment deals.

Moreover, the lack of registration with the SEC suggests a strategic decision by Vision Marine to expedite the funding process and minimize regulatory compliance costs. However, this also imposes a resale restriction on the securities, which could affect their liquidity. Investors should be aware that these securities cannot be sold in the United States without registration or an exemption, which could impact their decision-making process regarding this investment.

Market Research Analyst

The investment by the Government of Quebec through Investissement Québec in Vision Marine Technologies underscores the government's support for innovative sectors such as the performance electric recreational boating industry. This industry is at the intersection of recreational activities and the growing trend of electrification as a means of reducing carbon emissions, which aligns with broader environmental initiatives.

From a market perspective, this investment could signal confidence in Vision Marine's market position and its technology's potential. The involvement of a governmental body might also pave the way for potential future collaborations or regulatory advantages that could benefit Vision Marine. However, it is crucial for stakeholders to monitor how the company deploys the capital to ensure that the investment translates into tangible growth and market share expansion, which would ultimately be reflected in the company's performance and stock valuation.

MONTREAL, QC / ACCESSWIRE / January 18, 2024 / Vision Marine Technologies Inc., (NASDAQ:VMAR) ("Vision Marine" or the "Company"), a global leader and innovator within the performance electric recreational boating industry, announced today that it has entered into a definitive securities purchase agreement with the Government of Quebec, through Investissement Québec (the "Investor") for the sale of its preferred shares and warrants. Vision Marine sold 3,000 convertible Series B Preferred Shares, with a stated value of US$1,000 per share, and warrants to purchase up to 2,857,142 of its common shares for gross proceeds of US$3.0 million, before deducting placement agent fees and other offering expenses. The Series B Preferred Shares are initially convertible into an aggregate of 2,857,142 common shares of the Company at a conversion price of US$1.05 per share, as may be adjusted, for a period of twelve (12) months, at which time the Series B Preferred Shares becomes mandatorily convertible, subject to a potential price adjustment at maturity. The Warrants have an exercise price of US$1.05 per share and will expire five (5) years from the date of issuance.

iA Capital Markets, a division of iA Private Wealth Inc., acted as the exclusive placement agent for this offering.

The securities offered in the private placement are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act") and/or Rule 506(b) of Regulation D promulgated thereunder and have not been registered under the Act or applicable state securities laws. Accordingly, the securities may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (the "SEC") or an applicable exemption from such registration requirements.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About Vision Marine Technologies Inc.

Vision Marine Technologies Inc. (NASDAQ:VMAR), strives to be a guiding force for change and an ongoing driving factor in fighting the problems associated with waterway pollution by disrupting the traditional boating industry with electric power, in turn directly contributing to zero pollution, zero emission and a noiseless environment. Our Flagship E-Motion™ 180E electric marine powertrain is the first fully electric purpose-built outboard powertrain system that combines an advanced battery pack, inverter, and high efficiency motor with proprietary union assembly between the transmission and the electric motor design utilizing extensive control software. Our E-Motion™ and related technologies used in this powertrain system are uniquely designed to improve the efficiency of the outboard powertrain and, as a result, enhance both range and performance. Vision Marine continues to design, innovate, manufacture, and sell handcrafted, environmentally friendly, electric recreational boats to customers. The design and technology applied to our boats results in far greater enhanced performance in general, higher speeds, and longer range. Simply stated, a smoother ride than a traditional internal combustion engine (ICE) motorboat.

Forward-Looking Statements

Certain statements made in this press release are "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as "anticipate," "believe," "expect," "estimate," "plan," "outlook," and "project" and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. For example, when Vision Marine describes benefits of the partnership with Blue Water Boat Rental, its expansion plans, and the impact of E-Motion™ 180E equipped boats, it is using forward-looking statements. These forward-looking statements reflect the current analysis of existing information and are subject to various risks and uncertainties. As a result, actual results may differ materially from these expectations due to changes in global, regional, or local economic, business, competitive, market, regulatory and other factors, many of which are outside of Vision Marine's control. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in Vision Marine's Annual Report on Form 20-F, filed with the U.S. Securities and Exchange Commission (SEC) for the year ended August 31, 2023, as such factors may be updated from time to time in Vision Marine's periodic filings with the SEC. Any forward-looking statement in this press release speaks only as of the date of this release. Vision Marine undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.

Investor and Company Contact

Bruce Nurse
(303) 919-2913
bn@v-mti.com

SOURCE: Vision Marine Technologies Inc

View the original press release on accesswire.com

FAQ

What is the recent announcement from Vision Marine Technologies Inc. (VMAR)?

Vision Marine Technologies Inc. has entered into a securities purchase agreement with the Government of Quebec, selling 3,000 convertible Series B Preferred Shares and warrants for gross proceeds of US$3.0 million.

How many common shares can the Series B Preferred Shares be converted into?

The Series B Preferred Shares are initially convertible into 2,857,142 common shares at a conversion price of US$1.05 per share.

What is the exercise price and expiration period of the warrants?

The Warrants have an exercise price of US$1.05 per share and will expire five (5) years from the date of issuance.

Under which regulations was the offering made?

The offering was made under Section 4(a)(2) of the Securities Act of 1933 and/or Rule 506(b) of Regulation D and has not been registered under the Act or applicable state securities laws.