Clearford Water Systems Directors Grant Stock Options announces Final Approval of Acquisition and Convertible Debenture Private Placement
OTTAWA, Dec. 5, 2017 – Clearford Water Systems Inc. (“Clearford” or the “Company”), (TSX-V: CLI), winner of the Frost & Sullivan 2017 Best Practices Award for Enabling Technology Leadership in the Global Decentralized Water and Wastewater Treatment Industry, today announced that it has issued stock option grants to various insiders of the Corporation.
The Board of Directors has approved 8,300,000 stock option grants pursuant to its stock option plan for its senior management team consisting of the Company’s President & CEO, CFO and CTO. The Company’s Board of Directors has also approved 2,000,000 stock option grants in total for its four independent directors on the same terms and conditions. An additional, 1,875,000 stock options were granted to other employees of the Company for a total of 12,175,000 stock options granted. The stock option grants are effective today with an exercise price of $0.20 per share. The stock options have a five-year term and will vest annually in equal amounts over 3 years with an expiry date of December 5, 2022.
Prior to the approval of the new stock option grants, the Board of Directors approved the cancellation of 3,600,000 stock options which were issued on November 12, 2015 at a price of $0.50 which would have otherwise expired on November 12, 2020. This reduces the net increase of new stock option grants to insiders from 10,300,000 to 6,700,000 new stock options granted to insiders.
As 3,600,000 of the stock options approved to the Senior Management Team and Directors will be considered to be an amendment for the purposes of the TSX Venture (“TSX-V”) Exchange policies, these stock options granted to insiders will be subject to both TSX-V Approval and disinterested shareholder approval at the Company’s next Annual General Meeting (“AGM”) currently scheduled for June 2018. Additionally, the Company will also be required to obtain shareholder approval to increase the number of shares available under the plan from 17,50,478 shares to 20% of the issued and outstanding shares of the Company at its next AGM. 100,000 of stock options from the existing grant will be subject to shareholder approval of the amended and restated stock option plan which will be proposed at the next AGM. TSX-V approval of the amended and restated stock option plan will also be required.
All other terms and conditions of the grants are in accordance with the TSX Venture Exchange policies and the terms and conditions of the Company’s Stock Option Plan.
Additionally, the Company confirms that it has received final approval from the TSX-V for its recently announced acquisition of Koester Canada Inc. and the private placement of Convertible debentures both announced on November 29, 2017.
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.
About Clearford Water Systems Inc.
Clearford Water Systems Inc. (TSX-V: CLI) is a provider of unified water management solutions for the design, build, finance, operation and maintenance of water and wastewater infrastructure systems. The Company’s technology-based water solutions include Clearford One® wastewater infrastructure systems, Clearford M-brane™ packaged treatment solutions, and a full range of UV Pure® water disinfection products. Clearford is the winner of the Frost & Sullivan 2017 Enabling Technology Leadership Award for Global Decentralized Water & Wastewater Treatment. For more information on Clearford Water Systems, please visit www.clearford.com.
Forward Looking Statements
This news release contains certain statements that constitute forward-looking statements as they relate to the Company and its management. Forward-looking statements are not historical facts but represent management’s current expectation of future events, and can be identified by words such as “believe”, “expects”, “will”, “intends”, “plans”, “projects”, “anticipates”, “estimates”, “continues” and similar expressions. Although management believes that the expectations represented in such forward-looking statements are reasonable, there can be no assurance that they will prove to be correct.
By their nature, forward-looking statements include assumptions and are subject to inherent risks and uncertainties that could cause actual future results, conditions, actions or events to differ materially from those in the forward-looking statements. If and when forward-looking statements are set out in this news release, Clearford will also set out the material risk factors or assumptions used to develop the forward-looking statements. The Company assumes no obligation to update or revise any forward-looking statements, except as expressly required by applicable securities law or exchange requirements. The future outcomes that relate to forward-looking statements may be influenced by many factors, including, but not limited to: industry cyclicality; the ability to secure third party agreements; successful integration of Clearford’s system with third party technology; competition; reduction in demand for products; collection from customers; relationships with suppliers; product liability; intellectual property; reliance on key personnel; environmental; interest rates; uninsured and underinsured losses; operating hazards; risks of future legal proceedings; income tax matters; credit facilities; availability and terms of financing; distribution of securities; restrictions on potential growth; effect of market interest rates on price of securities; and potential dilution.
For further information:
President & CEO
Clearford Water Systems Inc.
Phone: (613) 599-6474 ext. 303