Original News Release
Forward Water extends placement closing date to Oct. 22
Mr. Howie Honeyman reports
FORWARD WATER TECHNOLOGIES CORP. ANNOUNCES EXTENSION OF NON-BROKERED PRIVATE PLACEMENT CLOSING DATE
Forward Water Technologies Corp., in response to investor interest, has sought and obtained consent from the TSX Venture Exchange to extend the closing date for its offering of convertible debentures announced on Aug. 6, 2025. Closing is now expected to occur on or before Oct. 22, 2025. The extended closing time was sought to accommodate a number of recent expressions of interest.
The offering is a non-brokered private placement of unsecured convertible debentures for proceeds of up to $750,000. The company intends to issue units, each priced at $1,000, with each debenture unit consisting of (i) $1,000 principal amount of convertible debentures and (ii) 5,000 common share purchase warrants. Each warrant will entitle the holder to acquire one common share of the company at any time up to the 36-month anniversary of the date of issuance. The exercise price of the warrants will be seven cents per common share if exercised on or before the first anniversary of issuance, and 10 cents per common share thereafter. In addition, the convertible debentures will now include a prepayment right in favour of the company, exercisable at any time following the date that is 12 months from the date of issuance. All other material terms of the private placement remain unchanged from those set out in the company's prior press release and are summarized below for reference.
The convertible debentures will mature on the date that is 36 months from the date of issuance and bear interest at 14 per cent per annum, payable annually. Until the principal and all interest owing are paid, a holder shall have the option to convert the principal owing pursuant to the convertible debenture into common shares of the company at a conversion price of seven cents per share during the first year of the term, and at a conversion price of 10 cents thereafter, subject to customary adjustments. At the holder's option, the company will apply to the TSX Venture Exchange for approval to convert accrued interest into common shares at the then prevailing market price, pursuant to the policies of the TSX Venture Exchange.
Certain insiders of the company intend to participate in the private placement and are expected to subscribe for at least 25 per cent 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 fair market value of the participation in the offering by insiders will not exceed 25 per cent 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 TSX-V. The private placement will be conducted in reliance upon certain prospectus exemptions. Pursuant to applicable Canadian securities laws, all securities issued in connection with the private placement will be subject to a statutory hold period of four months plus a day from the date of issuance. The company may pay finders' fees in connection with the private placement and in accordance with the policies of the TSX-V.
About Forward Water Technologies Corp.
Forward Water Technologies 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 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 (research and development) for the treatment of food and beverage process streams.
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