October 5, 2023, Toronto ON -- Clear Blue Technologies International Inc. ("Clear Blue" or the "Company") (TSXV: CBLU) (FRANKFURT: 0YA) (OTCQB: CBUTF), announces a Q3 2023 corporate update, including preliminary Q3 results.
Q3 2023 Update – Record Control Units Shipped Drive Revenue Growth
Revenue is expected to be $2.243M (+198% from Q2 2023, and 397% from Q3 2022), exceeding the previously announced guidance range of $1.5M - $2.2M with Gross Margin expected to be in line with previous periods;
Revenue was distributed across all business units:
Nano-Grid systems is expected to be approximately 33% of revenue this quarter and included several satellite Wi-Fi projects. These first orders are low volume initial installs but our sales funnel contains a number of much larger roll out opportunities for 2024;
Illumient systems is expected to contribute approximately 42% of the revenue, including a new order for a First Nations community in British Columbia as well as the first of two projects for the City of Hamilton this year;
Esite-Micro systems is expected to represent approximately 20% of the revenue and included two new orders for TowerCo in Africa.
In the quarter the Company shipped 920 power control devices across 18 orders, a quarterly record for units shipped;
Clear Blue converted a previously announced
Parallel Wireless project to a full Esite-Micro solution, which is now expected to ship in Q4. The impact on Q4 revenue is anticipated to be $1.1M. This project and a number of the other new Esite orders includes Clear Blue’s Illumience Smart Power management platform and services.
The cash position at the end of the quarter was $1.03M and increased by more than 30% from Q2 2023.
“The third quarter of 2023 saw the Company’s quarterly performance return to its pre-COVID trajectory of a seasonally stronger second half,” said Miriam Tuerk, CEO of Clear Blue. “We see similar demand building in Q4 2023 and beyond, and we have the balance sheet to continue our growth resumption.”
Other Items of Note
Further to its September 20, 2023 news release
, Clear Blue has completed its previously announced amendments to certain of its unsecured convertible debentures in the aggregate principal amount of $4,334,000 and additionally completed its shares for debt transaction with an arm's length lender.
Shares for Debt Settlement
The Company confirms that it has received approval from the TSX Venture Exchange ("TSXV") and completed its shares for debt transaction, whereby an aggregate of $343,000 of the Company's outstanding debt was settled by way of the issuance of 4.9 million common shares in the capital of the Company to BDC Capital Inc. at a deemed price of $0.07 per share.All securities issued pursuant to the debt settlement are subject to a hold period of four months and one day from the date of issuance in accordance with applicable securities legislation.
Extension and Amendments to the 2021 Convertible Debentures
Clear Blue also announces that the TSXV has additionally approved the previously announced amendments to the Company's 2021 10% convertible debentures. The amendments result in an (i) an extension to the maturity date of the debentures from October 27, 2025 to October 27, 2026, (ii) a reduction in the conversion price from $0.40 to $0.15, (iii) a decrease in the exercise price of the warrants forming part of the units issuable on conversion from $0.60 to $0.25, and (iv) a decrease in the forced conversion price, being from when the daily VWAP of the Company's common shares is greater than $0.90 for any 10 consecutive trading days. The threshold to obtain consent for the amendments was met, as debentureholders representing in excess of 50% of the outstanding principal amount of the 2021 debentures have consented to the amendments in accordance with the terms of the debenture certificates.
For more details on the debenture amendments and shares for debt settlement please refer to the Company's press release dated September 20, 2023.
Investor Relations Option Grant
The Company also announces that it has cancelled 650,000 options that were granted to Sophic Capital in 2021 and has granted 900,000 options to purchase Clear Blue shares at a price of $0.04 per share. The options will vest in equal amounts of 450,000 on the first, and second anniversary dates of the date that the options were granted. The vested Options shall be exercisable up until the earlier of 5:00 p.m. (Toronto time) September 27, 2028, being the date, which is five (5) years from the date of the grant.
For more information, contact:
Miriam Tuerk, Co-Founder and CEO
+1 416 433 3952
Nikhil Thadani, Sophic Capital
+1 437 836 9669
About Clear Blue Technologies International
Clear Blue Technologies International, the Smart Off-Grid™ company, was founded on a vision of delivering clean, managed, “wireless power” to meet the global need for reliable, low-cost, solar and hybrid power for lighting, telecom, security, Internet of Things devices, and other mission-critical systems. Today, Clear Blue has thousands of systems under management across 37 countries, including the U.S. and Canada. (TSXV: CBLU) (FRA: 0YA) (OTCQB: CBUTF)
Neither 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.
This press release contains certain "forward-looking information" and/or "forward-looking statements" within the meaning of applicable securities laws. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only Clear Blue’s beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of Clear Blue's control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or may contain statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "will continue", "will occur" or "will be achieved". The forward-looking information contained herein may include, but is not limited to, information concerning financial results and future upcoming contracts.
By identifying such information and statements in this manner, Clear Blue is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Clear Blue to be materially different from those expressed or implied by such information and statements.
An investment in securities of Clear Blue is speculative and subject to several risks including, without limitation, the risks discussed under the heading "Risk Factors" in Clear Blue's listing application dated July 12, 2018. Although Clear Blue has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information and forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended.
In connection with the forward-looking information and forward-looking statements contained in this press release, Clear Blue has made certain assumptions. Although Clear Blue believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release. All subsequent written and oral forward- looking information and statements attributable to Clear Blue or persons acting on its behalf is expressly qualified in its entirety by this notice.”
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described in this news release. Such securities have not been, and will not be, registered under the U.S. Securities Act, or any state securities laws, and, accordingly, may not be offered or sold within the United States, or to or for the account or benefit of persons in the United States or “U.S. Persons”, as such term is defined in Regulation S promulgated under the U.S. Securities Act, unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from such registration requirements.