North Vancouver, British Columbia--(Newsfile Corp. - August 26, 2022) - Aurora Solar Technologies Inc. (TSXV: ACU) ("Aurora", the "Company") is pleased to announce that the acquisition of BT Imaging Pty Ltd. (the "Acquisition") (please refer to the Company's news releases dated March 3, 2022, May 31, 2022, July 5 and July 28, 2022) has been completed effective August 25, 2022 in Vancouver, Canada and August 26, 2022 in Sydney, Australia.
The total consideration issued by Aurora to BTi shareholders for this Acquisition was 62,969,351 common shares and $1,205,310 in cash. These new common shares shall be subject to escrow conditions and released in three tranches on December 26, 2022, June 25, 2023 and December 25, 2023 in the amount of 20,032,003, 21,468,674, and 21,468,674 common shares, respectively. All other material transaction terms remain unchanged.
The concurrent non-brokered private placement announced on July 5, 2022 to support this Acquisition has also been completed with net proceeds of $1,146,625 received. The Company has issued 11,650,000 units (the "Units") at the price of $0.10 per Unit for gross proceeds of $1,165,000. Each Unit consists of one common share of the Company and one share purchase warrant to acquire a common share of the Company at an exercise price of $0.20 for a period of one year. A finders fee of $18,375 was paid and 183,750 finders warrant were issued which are exercisable into common shares at $0.20 for a period of one year. All securities issued pursuant to the private placement are subject to a hold period that expires on December 26, 2022.
The Company also announces stock option grants to directors, officers and consultants totaling 3,700,000 options exercisable at $0.11 for a five-year term.
BTi, a private Australian company, is an established leader in photoluminescence (PL) imaging tools for PV material inspection and quality control during production, and for laboratory use during product development. BTi's products are used in multiple parts of the PV supply chain -from silicon ingots and wafers, through to finished cells. They are found in industrial facilities and virtually all major research institutes throughout Asia, Europe and North America.
This business combination is expected to accelerate Aurora's growth by combining BTi's quality control tools with Aurora's InsightTM data science platform. This acquisition broadens the combined business by product and its process control systems capability along with diversifying sales by customer, product and geographic region. Aurora is purchasing a proven business with a strong product brand, synergetic operational execution capability, institutional ownership and strategic relationships including the University of New South Wales School of Photovoltaics and Renewable Energy Engineering, a global center of excellence in photovoltaic industry.
Aurora is acquiring accretive earnings through additive annual sales of approximately $10,000,000 Canadian dollars, that generates positive cash flow and has about $5,000,000 Canadian dollars of working capital. Furthermore, this acquisition allows the Company to address PV silicon raw material quality control with an established product line, extend our market from PV cell manufacturing to also include R&D and quality control market segments, and provides geographical diversification. Equally important it will allow for new features that increase Insight's value and extend its importance as the core operational tool for production process optimization and control.
"We are delighted to have completed this important acquisition, as a key element of our growth and market development strategy in process control and yield management solutions for the PV industry. BTi brings a powerful brand, a world-class complementary product line and delivery team, and deep industry knowledge and strategic relationships such as with the University of New South Wales", said Gordon Deans, Aurora's President and CEO.
Stifel GMP acted as Aurora's financial advisor on this transaction and will receive 2,500,000 common shares issued at a deemed price $0.10 per share. Baker McKenzie LLP acted as Aurora's legal advisor on this transaction.
The Acquisition, the concurrent financing and stock option grant has been approved by the board of directors of Aurora.
The Company will provide further details on the Acquisition and the combined business in a conference call to be held in mid-September co-hosted by Stifel and Aurora. Further details for this event and instructions for participating will be provided in early September.
About Aurora Solar Technologies:
Aurora Solar Technologies is a leader in the development and delivery of inline process control and yield management solutions for solar cell manufacturers. We believe that solar power will be a dominant element in the renewable energy field, and our mission is to bring quality and profitability to every customer through superior control of critical processes during solar cell manufacturing.
Aurora's products are used by some of the world's most advanced and respected solar cell manufacturers. With headquarters near Vancouver, Canada, Aurora has operations in Shanghai, China, and partners in all major solar manufacturing markets. Aurora is a public company, traded on the TSX Venture Exchange (ACU) and is a two-time TSX-V Top 50 winner. Aurora's website is located at .
For further information contact:
Jake Bouma
Corporate Development
Phone: +1 (604) 317-3936
corpcomm@aurorasolartech.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 release.
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