The Debentures are to be priced at $1,000 principal amount per Debenture, bear interest at a rate of 10% per annum, payable semi-annually, and mature five years from the date of closing. The Debentures are to be convertible into common shares in the capital of the Company (each a "Common Share"), at the option of the holder at any time prior to maturity, at a conversion price of $0.125 per Common Share.
The Company may redeem the Debentures on the first, second, third and fourth year anniversary from the date of closing. The payment of principle of and interest on the Debentures will be subordinated to the prior payment in full of senior indebtedness of the Company, but will rank pari passu with all future debentures issued by the Company.
Wellington West will earn 7% of the gross proceeds of the Offering, plus broker warrants exercisable to purchase the number of Common Shares equal to 8% of the number of Common Shares underlying the Debentures, determined by the gross proceeds raised divided by $0.125, at an exercise price of $0.125 per Common Share for a period of 24 months from closing. Wellington West also has a right of first refusal to act as the exclusive agent for a period of 24 months from the date of the initial closing of the Offering.
The Company intends to use the net proceeds of the Offering for engineering, product development, marketing and general corporate purposes. The Offering is subject to, among other things, the completion of definitive documentation and regulatory approval.
The Company will not be pursuing its proposed $5,000,000 non-brokered private placement of up to 58,823,530 units of the Company (each unit consisting of one common share and one-half of one common share purchase warrant), originally announced on January 25, 2010.
LGC Skyrota Wind Energy Corp. is a leader in the development and maintenance of clean-energy producing wind turbines. With operations based in Northern Ireland and executive offices located in Vancouver, B.C., the Company is well-positioned to expand throughout Europe and enter the North American market. The Company operates two business divisions: LGC, which rebuilds gearboxes for large wind turbines, and Skyrota, which manufactures a revolutionary 5kW small vertical-axis wind turbine. LGC Skyrota trades on the TSX Venture Exchange under the symbol LGS.