CA Market News
1週前
Forward Water Technologies Corp. Announces Secured Bridge Debenture FinancingJune 25, 2026 7:00 AM
PR Newswire (Canada) TORONTO, June 25, 2026 /CNW/ - Forward Water Technologies Corp. ("FWTC" or the "Company") (TSXV: FWTC) is pleased to announce a proposed non-brokered private placement offering of units of the Company (the "Units") for minimum gross proceeds of $250,000 and maximum gross proceeds of $500,000 (the "Private Placement"). Each Unit will be issued at a price of $1,000 and will consist of one secured bridge debenture of the Company with a face value of $1,000 (each, a "Bridge Debenture") and 8,000 common share purchase warrants of the Company (the "Warrants"). The Bridge Debentures will mature on the date that is 36 months from the date of issuance (the "Maturity Date") and will bear interest at 12% per annum, payable annually in arrears on the last business day of each year. Each Warrant will entitle the holder to acquire one common share of the Company at any time until the date that is 36 months from the date of issuance at an exercise price of $0.05 per common share, subject to adjustment in accordance with the warrant certificate governing the Warrants. The indebtedness and obligations of the Company pursuant to the Bridge Debentures will be secured by a first-priority security interest in all present and after-acquired property of the Company. A commitment fee equal to 10% of a subscriber's aggregate subscription amount will be payable upon redemption or repayment of the applicable Bridge Debenture.Each Bridge Debenture will include a holder repayment right (the "Holder Repayment Right") in connection with a qualifying equity transaction (a "QET"), being any capital raise that, net of fees and expenses, raises a minimum of $1,000,000 prior to July 1, 2027. In connection with a QET, each holder of a Bridge Debenture may elect to require the Company to repay such holder's Bridge Debenture in full upon closing of the QET, together with all accrued and unpaid interest and the commitment fee. The proceeds received by a holder who exercises the Holder Repayment Right may, at the holder's election, be applied toward a subscription for securities in the QET on the same terms as other investors in the QET. If a holder exercises the Holder Repayment Right, the Warrants issued to such holder in connection with the repaid Bridge Debenture will automatically be cancelled upon repayment.The net proceeds of the Private Placement will be used to fund the operating and general working capital requirements of the Company. Closing of the Private Placement is expected to occur in one or more tranches, with the first tranche expected to close on or before August 8, 2026.Certain insiders of the Company intend to participate in the Private Placement and are expected to subscribe for at least 25% of the offering. Any participation by insiders in the Private Placement will constitute a "related party transaction" as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company intends to rely on exemptions from the formal valuation and minority approval requirements of sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such insider participation, based on a determination that the fair market value of the participation in the Private Placement by insiders will not exceed 25% of the market capitalization of the Company, as determined in accordance with MI 61-101.Closing of the Private Placement is subject to the Company obtaining all necessary corporate and regulatory approvals, including approval of the TSXV. The Units will be offered to investors under applicable exemptions from the prospectus requirements contained in the securities laws of the provinces of Canada, on a private placement basis pursuant to Rule 144A or Regulation D in the United States, and, with the consent of the Company, pursuant to the laws of certain offshore jurisdictions. Pursuant to applicable Canadian securities laws, the Bridge Debentures, Warrants and any common shares issuable upon exercise of the Warrants will be subject to a statutory hold period of four months plus one day from the applicable closing date. In the United States, the Bridge Debentures, Warrants and any common shares issuable upon exercise of the Warrants will be subject to customary U.S. hold periods and resale restrictions under Rule 144 or Regulation D, as applicable. The Company may pay finders' fees in connection with the Private Placement in accordance with the policies of the TSXV.About Forward Water Technologies Corp.Forward Water Technologies Corp. is a publicly traded Canadian company dedicated to saving the earth's water supply using its patented Forward Osmosis technology. The Company was founded by GreenCentre Canada, a leading technology innovation centre supported by the Government of Canada. The Company's technology allows for the reduction of challenging waste streams while simultaneously returning fresh water for reuse or surface release. The Company's mandate is to focus on the large-scale implementation of its technology in multiple sectors, including industrial wastewater, oil and gas, mining, agriculture and, ultimately, municipal water supply and reuse market sectors. In addition, the Company has initiated early-stage R&D for the treatment of food and beverage process streams.For more information, please visit www.forwardwater.com.Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release. Caution Concerning Forward-Looking Information This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects" and similar expressions, which are intended to identify forward-looking statements. Forward-looking statements in this press release include statements regarding the Private Placement, including the anticipated terms of the Units, Bridge Debentures and Warrants, the anticipated size of the Private Placement, the anticipated closing of the Private Placement, including the timing of the first tranche, anticipated insider participation, the anticipated use of proceeds, the Holder Repayment Right and the occurrence or closing of any QET, the Company's ability to obtain all necessary corporate and regulatory approvals, including approval of the TSXV, the Company's reliance on applicable prospectus exemptions and exemptions under MI 61-101, the statutory hold period and resale restrictions applicable to securities issued under the Private Placement and the potential payment of finders' fees. FWTC cautions that all forward-looking statements are inherently uncertain and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of FWTC, including those described in FWTC's disclosure documents available on SEDAR+ at www.sedarplus.ca. The reader is cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of FWTC. The reader is cautioned not to place undue reliance on any forward-looking statements. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect, and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.The forward-looking statements contained in this press release are made as of the date of this press release, and FWTC does not undertake to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law.This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.SOURCE Forward Water Technologies Corp. Original: Forward Water Technologies Corp. Announces Secured Bridge Debenture Financing
CA Market News
4月前
Forward Water Technologies Announces Financial Results for the Three-Months and Nine-Months Ended December 31, 2025March 2, 2026 9:00 AM
PR Newswire (Canada)
TSX-V: FWTC98TORONTO, March 2, 2026 /CNW/ - Forward Water Technologies Corp. (TSXV: FWTC) (the "Company") is pleased to announce that it has filed its condensed consolidated audited financial statements and related management's discussion and analysis for the three-month and nine-month periods ended December 31, 2025. Copies of these financial statements and related management discussion and analysis can be found on the Company's issuer profile at www.sedar.com. All financial information in this news release is reported in Canadian dollars, unless otherwise indicated.
Financial HighlightsFor the three-month and nine-month periods ended December 31, 2025, the summary of the financial results are as follows:
Three Months EndedNine Months EndedRevenue$54,356$59,048Net Loss/Comprehensive Loss$(431,376)$(1,361,261)Loss Per Share$(0.009)$(0.027)Total Assetsn/a$3,744,565Cash at End of Periodn/a$656,342Operating Highlights and Recent Corporate DevelopmentsOn October 29, 2025, FWTC issued 1,025 convertible debenture units in an aggregate principal amount of $1,025,000. Each unit consists of $1,000 principal amount of convertible debentures and 5,000 common share purchase warrants. Each warrant entitles the holder to purchase a common share of the Company until October 29, 2028. The exercise price of the warrants is $0.07 per common share if exercised on or before October 29, 2026 and $0.10 thereafter until expiry. The convertible debentures mature on October 29, 2028 and bear interest at 14% per annum, payable annually on the last business day of each year. The holders have the option to convert the principal owing into common shares of the Company at a conversion price of $0.07 per share on or before October 29, 2026 and $0.10 per share thereafter until maturity or repayment.On November 18, 2025, FWTC signed a contract for a technology evaluation project with a globally positioned food and beverage product manufacturer. The project will assess the effectiveness of FWTC's treatment technology for concentrating liquid food and beverage streams to create superior quality concentrates.Management CommentaryIn the last quarter, FWTC has attracted additional interest from major companies by leveraging previous successes. CEO C. Howie Honeyman said, "In the last quarter we were pleased with the response to our convertible debenture offering, underscoring the confidence the market has in FWTC. Moreover, with the execution of the development projects we have been contracted to complete, we anticipate significant validation of our technology in the wastewater and food & beverage sectors to be reported."Summary of Financial ResultsIncome Statement
For the three months ended
December 31,For the nine months ended
December 31,
2025202420252024
Revenue
$ 54,356$ 56,881$ 59,048$ 56,881
Expenses:
General and administrative
229,002579,893745,824771,509Selling and marketing
10,32321,16610,33521,166Research and development
211,150130,842609,494130,842Listing expenses
---22,775Foreign exchange loss (income)
(15,196)30,287(19,888)30,287
435,279762,1881,345,765976,579
Net loss before the undernoted
(380,923)(705,307)(1,286,717)(919,698)
Other expense (income):
Amortization of deferred capital contributions
(1,056)(1,056)(3,168)(1,056)Finance income
(203)(295)(220)(31,189)Finance costs
51,71218,50177,9329,108
50,45317,15074,544(23,137)
Net loss and comprehensive loss
$ (431,376)$ (722,457)$ (1,361,261)$ (896,561)
Loss and comprehensive loss per share
Basic and diluted
(0.009)(0.015)(0.027)(0.018)
Weighted average number of shares outstanding
Basic and diluted
49,924,93949,174,59249,833,83649,174,592 Balance Sheet
December 31,March 31,
20252025Assets
Total current assets703,630771,415Property and equipment1,350,7701,577,896Intangible assets985,7151,114,286Goodwill280,968280,968
$ 3,321,083$ 3,744,565
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payables and accrued liabilities$ 272,284$ 274,907Deferred revenue79,631-Current portion of bank loan payable7,4896,672Deferred capital contributions5,1888,356Debenture payable50,00050,000Current portion of license liability114,967110,442
529,559450,377
Bank loan payable23,07231,901Loan payable250,726242,109Convertible debentures789,891-License liability130,492266,046
1,723,740990,433
Shareholders' Equity:
Share capital3,725,8123,712,635Warrants678,168629,426Equity portion of convertible debentures95,635-Contributed surplus328,127281,209Accumulated deficit(3,230,399)(1,869,138)
1,597,3432,754,132
$ 3,321,083$ 3,744,565
Statement of Cash Flows
For the nine months ended December 31,
20252024
Cash provided by (used in):
Operating activities:
Net loss
$ (1,361,261)$ (896,561) Items not involving cash
403,53839,851 Changes in non-cash operating working capital
7,495(813,030) Net cash used in operating activities
(950,228)(1,669,740)
Financing activities:
Proceeds from convertible debentures
969,500- Repayment of bank loan payable
(7,605)(11,925) Proceeds from issuance of subscription receipts
-1,700,000 Issuance costs
-(172,605) Interest paid
(2,446)- Net cash provided by financing activities
959,4491,515,470
Investing activities:
Purchase of property and equipment
(26,127)(193,236) Cash obtained from reverse takeover transaction
-3,299 Net cash (used in) provided by investing activities
(26,127)(189,937)
Change in cash
(16,907)(344,207)
Cash, beginning of period
673,2491,505,223
Cash, end of period
$ 656,342$ 1,161,016
About Forward Water Technologies Corp.Forward Water Technologies Corp. is a publicly traded Canadian company dedicated to saving the earth's water supply using its patented Forward Osmosis technology. The Company was founded by GreenCentre Canada, a leading technology innovation centre supported by the government of Canada. The Company's technology allows for the reduction of challenging waste streams simultaneously returning fresh water for re-use or surface release. The Company's mandate is to focus on the large-scale implementation of its technology in multiple sectors, including industrial wastewater, oil and gas, mining, agriculture and ultimately municipal water supply and re-use market sectors. In addition, the Company has initiated early-stage R&D for the treatment of food and beverage process streams.For more information, please visit www.forwardwater.com.Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release. Forward-Looking StatementsCertain statements contained in this news release constitute "forward-looking information" as such term is used in applicable Canadian securities laws including statements regarding expansion and uptake of the Company's technology and the ability for the Company to achieve its growth strategy and business plan. Forward-looking information is based on plans, expectations and estimates of management at the date the information is provided and is subject to certain factors and assumptions, including, the ability to scale the technology and the adoption of the technology by potential customers.Forward-looking information is subject to a variety of risks and uncertainties and other factors that could cause plans, estimates and actual results to vary materially from those projected in such forward-looking information. Some of the risks and other factors that could cause results to differ materially from those expressed in the forward-looking statements include, but are not limited to: the impacts from pandemics or other epidemics, general economic conditions in Canada, the United States and globally; unanticipated operating events; the availability of capital on acceptable terms; the need to obtain required approvals from regulatory authorities; stock market volatility as well as the other risks and uncertainties applicable to the Company as set forth in the Company's continuous disclosure filings filed under the Company's profile at www.sedarplus.com. The Company undertakes no obligation to update these forward-looking statements, other than as required by applicable law.Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking informationSOURCE Forward Water Technologies Corp.
Original: Forward Water Technologies Announces Financial Results for the Three-Months and Nine-Months Ended December 31, 2025
Oleblue
2年前
Forward Water Technologies Completes Non-Brokered Private Placement of Secured Debentures
Forward Water Technologies Corp.
Fri, May 24, 2024
TORONTO, ON / ACCESSWIRE / May 24, 2024 / Forward Water Technologies Corp. ("Forward Water" or the "Company") (TSXV:FWTC) today announced that it has closed the issuance of the $225,000 of debentures referenced in the Company's press release dated May 14, 2024. The Company issued $100,000 of secured convertible debentures that bear interest at 20% per annum and bear interest at a rate of 20% per annum with such interest to commence 120 days following the execution of the definitive agreement to be entered into in connection with the proposed business combination with Fraser Mackenzie Accelerator Corp. ("FMAC") (see the Company's press release dated May 14, 2024) (the "Business Combination") and maturing on the earlier of December 31, 2024 and the closing of the Business Combination. These convertible debentures will convert into units of Forward Water ("Units") concurrently with the completion of the Transaction at a conversion price of $0. 145 per Unit (following the proposed 10 for 1 share consolidation to be completed by the Company in connection with the Business Combination (the "Consolidation")). Each Unit will be comprised of one common share and one-half of one common share purchase warrant of Forward Water with each whole warrant entitling the holder to purchase one common share of the Company at an exercise price of $0.20 (following the Consolidation) at any time prior to the third anniversary of the issuance of such warrant. If the Business Combination is not completed the debentures will not be convertible.
The remaining $125,000 of debentures are not convertible, will mature on December 31, 2024 and will otherwise have the same terms as set forth above. $25,000 principal amount of debentures were acquired by Fraser Mackenzie Accelerator Corp. and the remaining $200,000 principal amount of debentures were acquired by FirstLine Venture Partners Corporation ("FirstLine") and Sustainable Chemistry Alliance ("SCA"). It is intended that the proceeds of the financing will be used for general working capital purposes.
The securities issued or being issuable in connection with the financing will be subject to a hold period of four months and one day that will expire on September 25, 2024.
FirstLine and SCA each hold greater than 20% of the outstanding FMAC Shares and as such are considered related parties for the purposes of Multilateral Instrument 61-101 - Protection of Minority Shareholders in Special Transactions ("MI 61-101"). The participation of FirstLine and SCA constitutes a "related party transaction" within the meaning of MI 61-101. FWTC is relying upon exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 pursuant to sections 5.5(b) and 5.7(1)(a), respectively - Fair Market Value Not More Than 25 Per Cent of Market Capitalization, on the basis that at the time the issuances were agreed to, neither the fair market value of the securities to be distributed to FirstLine or SCA, nor the consideration to be received for the securities, will exceed 25 per cent of FWTC's market capitalization. The Board of Directors of FWTC has unanimously approved the issuances and no materially contrary view or abstention was expressed or made by any director in relation to the issuances. FWTC did not file a material change report in respect of the participation of FirstLine or SCA in the issuances at least 21 days before anticipated closing as FTWC wished to close on an expedited basis for sound business reasons.
In addition to the foregoing, the Company advises that the Company and FMAC have agreed to amend the deadline for signing the definitive agreement for the Business Combination to June 4, 2024.
About Forward Water Technologies Corp.
Forward Water Technologies Corp. is a publicly traded Canadian company dedicated to saving the earth's water supply using its patented Industrial Forward Osmosis (iFO™) technology. The Company was founded by GreenCentre Canada, a leading technology innovation centre supported by the government of Canada. The Company's technology enables the extraction of clean water from challenging process and waste streams that conventional technologies can not be operated on. Due to its high-water extraction ability, iFO™ is used in DLE processes for the hyper-concentrating of lithium prior to conversion. The Company's mandate is to focus on the large-scale implementation of its technology in multiple sectors, including industrial wastewater, oil and gas, mining, agriculture and ultimately municipal water supply and re-use market sectors.
For more information, please visit www.forwardwater.com.
Contact Information
For more information or interview requests, please contact:
C. Howie Honeyman - Chief Executive Officer
howie.honeyman@forwardwater.com
519-333-5888
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
Forward-Looking Statements
Certain statements contained in this news release constitute "forward-looking information" as such term is used in applicable Canadian securities laws including statements regarding the use of proceeds of the financing, potential closing of the Business Combination, the expansion and uptake of the Company's technology and the ability for the Company to achieve its growth strategy and business plan. Forward-looking information is based on plans, expectations and estimates of management at the date the information is provided and is subject to certain factors and assumptions, including, the ability to scale the technology and the adoption of the technology by potential customers.
Forward-looking information is subject to a variety of risks and uncertainties and other factors that could cause plans, estimates and actual results to vary materially from those projected in such forward-looking information. Some of the risks and other factors that could cause results to differ materially from those expressed in the forward-looking statements include, but are not limited to: general economic conditions in Canada, the United States and globally; unanticipated operating events; the availability of capital on acceptable terms; the need to obtain required approvals from regulatory authorities; stock market volatility as well as the other risks and uncertainties applicable to the Company as set forth in the Company's continuous disclosure filings filed under the Company's profile at www.sedarplus.ca. The Company undertakes no obligation to update these forward-looking statements, other than as required by applicable law.
Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information.
SOURCE: Forward Water Technologies Corp.
https://finance.yahoo.com/news/forward-water-technologies-completes-non-213000706.html