Debenture Maturity Extension; Proposed Private
Placement
THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION
IN CANADA ONLY AND IS NOT
INTENDED FOR DISTRIBUTION TO UNITED
STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES.
SAN
JOSE, Calif., March 5,
2024 /CNW/ -- (TSXV: SEV) (OTCQB: SPVNF) Spectra7
Microsystems Inc. ("Spectra7" or the "Company"), the
leader in high-performance analog semiconductors for broadband
connectivity markets, such as AI networks, hyperscale data centers,
and AR/VR, announces that its previously demonstrated
market-leading performance of 800G Active Copper Cables ("ACCs")
embedded with Spectra7 semiconductors has been confirmed by the
leading North American AI hyperscale data center switch
manufacturer.
"We are gratified that this significant player in the AI
hyperscale data center space has confirmed the market-leading
performance of our proprietary ACC semiconductor products," said
Raouf Halim, CEO of Spectra7. "High
speed cables are the vital arteries of AI networks. This paves the
way for Spectra7 to be an important supplier to the $3 billion ACC market for hyperscale data
centers.1 We expect these products to be in full
commercial production and sale in the second half of this
year."
Extension of Convertible Debentures
Spectra7 also announces that it has received commitments from
holders (the "Consenting Holders") of the requisite 80% of
outstanding principal amount of its existing $8.873 million of 14% unsecured convertible
debentures (the "Debentures") to extend the maturity of the
Debentures from December 31, 2024 to
June 30, 2025 (the "Amendment"). As
consideration for the Amendment, the Company has agreed to pay a
non-convertible extension bonus at maturity to the Debenture
holders equal to 1.5% of the principal outstanding on the effective
date of the Amendment.
The Consenting Holders confirm that they
remain committed to the execution of the Company's
roadmap, and believe the extension will provide the runway to reach
significant commercialization milestones.
The Amendment is subject to approval by the TSX Venture
Exchange, formal approval from Consenting Holders and the
finalization of a supplemental indenture. The Company shall issue a
further release once the amendments have been finalized and
approved.
Proposed Private Placement of Equity Securities
The Company also announces its intention to effect a modest
private placement of equity securities to certain institutional
investors and insiders of the Company (the "Private Placement"), in
order to provide working capital to support the production ramp of
its new ACC semiconductor products, as well as general corporate
purposes. The Company is working with advisors in
Canada and the United States in this regard. The
Private Placement is expected to close in March 2024, and is subject to receipt of all
necessary approvals, including the approval of the TSX Venture
Exchange.
Consenting Holders and Board members have indicated that they
intend to participate in the Private Placement.
"Our outlook is for revenue growth in the second-half of this
year and into 2025, driven by strong adoption of our
market-leading ACC semiconductor products",
said Mr. Halim.
No securities regulatory authority has either approved or
disapproved of the contents of this news release. This
news release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any
sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any
such jurisdiction. This news release is not an offer to
sell or the solicitation of an offer to buy the
securities in the United
States or in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to
qualification or registration under the securities laws of such
jurisdiction. The securities being offered have not
been, nor will they be, registered under the U.S. Securities Act,
and such securities may not be offered or sold within
the United States or to, or for
the account or benefit of, U.S. persons absent
registration or an applicable exemption from U.S. registration
requirements and applicable U.S. state securities
laws
ABOUT SPECTRA7 MICROSYSTEMS INC.
Spectra7 Microsystems Inc. is a high-performance analog
semiconductor company delivering unprecedented bandwidth, speed and
resolution to enable disruptive industrial design for leading
electronics manufacturers in virtual reality, augmented reality,
mixed reality, data centers and other connectivity markets.
Spectra7 is based in San Jose,
California with a design center in Cork, Ireland and a technical support location
in Dongguan, China. For more
information, please visit www.spectra7.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.
CAUTIONARY NOTES
Certain statements contained in this press release constitute
"forward-looking statements". All statements other than statements
of historical fact contained in this press release, including,
without limitation, the Company's anticipated timeline for
producing and selling its 800G Active Copper interconnects, the
completion of the proposed Debenture amendments and the
proposed Private Placement, the Company's revenue outlook for
the second half of 2024 and 2025, the Company's strategy, plans,
objectives, goals and targets, and any statements preceded by,
followed by or that include the words "believe", "expect", "aim", "intend", "plan",
"continue", "will", "may", "would", "anticipate", "estimate",
"forecast", "predict", "project", "seek", "should" or similar
expressions or the negative thereof, are forward-looking
statements. These statements are not historical facts but instead
represent only the Company's expectations, estimates and
projections regarding future events. These statements are not
guarantees of future performance and involve assumptions, risks and
uncertainties that are difficult to predict. Therefore, actual
results may differ materially from what is expressed, implied or
forecasted in such forward-looking statements. Additional factors
that could cause actual results, performance or achievements to
differ materially include, but are not limited to, the risk factors
discussed in the Company's management's discussion and analysis for
the year ended December 31, 2022.
Management provides forward-looking statements because it believes
they provide useful information to investors when considering their
investment objectives and cautions investors not to place undue
reliance on forward-looking information. Consequently, all of the
forward-looking statements made in this press release are qualified
by these cautionary statements and other cautionary statements or
factors contained herein, and there can be no assurance that the
actual results or developments will be realized or, even if
substantially realized, that they will have the expected
consequences to, or effects on, the Company. These forward-looking
statements are made as of the date of this press release and the
Company assumes no obligation to update or revise them to reflect
subsequent information, events or circumstances or otherwise,
except as required by law.
For more information, please contact:
Matt Kreps
Darrow Associates
214-597-8200
ir@spectra7.com
Spectra7 Microsystems Inc.
Dave Mier
Interim Chief Financial Officer
925-858-7011
ir@spectra7.com
Spectra7 Microsystems Inc.
John Mitchell
Public Relations
650-269-3043
pr@spectra7.com
1 650Group blog post
(https://650group.com/blog/active-copper-market-poised-to-take-significant-share-of-short-distance-market-in-the-data-center/)
and 650Group Cloud CAPEX, Data Center, and Ethernet Switch 2Q23
Results and September Forecast. This is forward looking
information. See "Cautionary Notes."
SOURCE Spectra7 Microsystems Inc.