Will not complete public offering, withdraws effectiveness of previously filed registration statement
Montreal, Canada — December 14, 2023 — Vision Marine Technologies Inc. (NASDAQ:VMAR) (“Vision Marine” or the “Company”), a global leader and innovator within the performance electric recreational boating industry, announced today that it has entered into definitive securities purchase agreements with several institutional and accredited investors (the “Investors”) for the sale of its preferred shares and warrants. Vision Marine sold an aggregate of 3,000 shares of its non-dividend bearing Series A Preferred Shares, with a stated value of US$1,000 per share, and Warrants to purchase up to 2,857,142 of its common shares for aggregate gross proceeds of US$3.0 million, before deducting placement agent fees and other offering expenses.
Investors were also granted an option to purchase up to an additional 3,000 shares of Series A Preferred Shares and up to an additional 2,857,142 Warrants for a period of six (6) months from the execution of the definitive securities purchase agreements.
The shares of Series A Preferred Shares are initially convertible into an aggregate of 2,857,142 common shares of the Company
at a conversion price of $1.05 per share, as may be adjusted, for a period of twelve (12) months, at which time the Series A Preferred Shares becomes mandatorily convertible, subject to a potential price adjustment at maturity. The Warrants have an exercise price of $1.05 per share and will expire five (5) years from the date of issuance. Simultaneously with the execution of the definitive securities purchase agreement, the Company has agreed to reduce the exercise price of 2,922,935 of its previously issued
warrants from US$4.05 and US$4.25 to US$1.05, which includes certain participating Investors, who have entered into warrant amendment agreements with the Company.
The securities offered in the private placement are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”) and/or Rule 506(b) of Regulation D promulgated thereunder and have not been registered under the Act or applicable state securities laws.
Accordingly, the securities may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (the “SEC”) or an applicable exemption from such registration requirements.
The Company has agreed to file a registration statement with the SEC covering the resale of the common shares underlying the Series A Preferred Shares and Warrants no later than fourteen days following the closing of this transaction.
About Vision Marine Technologies, inc.
Forward-Looking Statements
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Twitter: @marine_vision
Facebook: @VisionMarineTechnologies
Instagram: @visionmarine.technologies
YouTube: @VisionMarineTechnologies
Investor and Company Contact:
Bruce Nurse
(800) 871-4274
bn@v-mti.com

