HOUSTON, TX, Jul 08, 2014 (Marketwired via COMTEX) — HII Technologies, Inc. (OTCQB: HIIT) (“HII Technologies” or the “Company”), today announced the successful completion of its $4 million private placement of units consisting of Series A convertible preferred stock (“Series A Preferred”) and warrants to accredited investors. The net proceeds of approximately $3.87 million (after deducting placement agent fees and commissions and offering expenses) will be used for working capital and to fund future growth opportunities.
“We are very pleased to complete this equity financing originally contemplated at $3 million and oversubscribed to close at $4 million,” said Matthew Flemming, CEO of HII Technologies. “This equity strengthens our balance sheet and can be used for acquisitions or general working capital purposes. With strong market growth and demand for our services, we now have flexibility to deploy this capital with a goal of generating attractive returns for our shareholders.”
HII sold 4,000 shares of Series A Preferred for gross proceeds of $4 million, before deducting placement agent fees, commissions and offering expenses. Each share of Series A Preferred is entitled to receive a 10% annual cumulative cash dividend, payable quarterly out of assets legally available therefore. Each share of Series A Preferred is convertible into shares of the Company’s common stock at rate equal to the quotient of $1,000 divided by a fixed conversion price, which is $0.70 per share. The Series A Preferred stock is automatically converted into common stock if both (A) the Company’s common stock price is at least $1.60 per share for 40 trading days during any 60 trading day period if the average daily volume is at least 50,000 shares during those 40 trading days and (B) the underlying conversion shares are registered or such conversion shares are eligible for resale under Rule 144 of the Securities Act. The Series A Preferred will also automatically convert upon consent of 50% of the Series A Preferred holders or on June 30, 2017.
Purchasers in the private placement also received a warrant to purchase 500 shares of common stock for each share of Series A Preferred purchased. These warrants have an exercise price of $1.00 per share and are exercisable for 3-years after issuance.
The Company paid $124,250 in placement agent fees to FINRA registered broker-dealers in connection with this private placement.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities. The Series A convertible preferred stock and warrants (and common stock underlying such securities) have not registered for sale under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration under such act or an available exemption from the registration requirements of such act.
About HII Technologies, Inc.
HII Technologies, Inc. is a Houston, Texas based oilfield services company with operations in Texas, Oklahoma, Ohio and West Virginia. By focusing on the Water, Power and Safety oilfield segments, the Company is positioned to take advantage of the anticipated, significant growth in horizontal drilling and hydraulic fracturing within the United States’ active shale and unconventional “tight oil” plays. The Company’s frac water management segment has two subsidiaries, AES Water Solutions and AquaTex, its onsite oilfield contract safety consultancy does business as AES Safety Services, and its mobile oilfield power subsidiary operates as South Texas Power (STP). HII Technologies’ objective is to bring proven technologies to these operating divisions to build a long-term competitive advantage. Read more atwww.HIITinc.com, www.AESWaterSolutions.com, www.AquaTexUSA.com, www.AESSafetyServices.comand www.Oilfield-Generators.com.
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements as to matters that are not of historic fact are forward-looking statements. These forward-looking statements are based on HII’s current expectations, estimates and projections about HII, its industry, its management’s beliefs and certain assumptions made by management, and include statements regarding estimated capital expenditures, future operational and activity expectations, international growth, and anticipated financial performance in 2014. No assurance can be given that such expectations, estimates or projections will prove to have been correct. Whenever possible, these “forward-looking statements” are identified by words such as “expects,” “believes,” “anticipates” and similar phrases.
Readers are cautioned that any such forward-looking statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict, including, but not limited to: risks that HII will be unable to achieve its financial, capital expenditure and operational projections, including quarterly and annual projections of revenue and/or operating income and risks that HII’s expectations regarding future acquisitions, activity levels, customer demand, and pricing stability may not materialize (whether for HII as a whole or for geographic regions and/or business segments individually); risks that fundamentals in the U.S. oil and gas markets may not yield anticipated future growth in HII’s businesses, or could further deteriorate or worsen from the recent market declines, and/or that HII could experience further unexpected declines in activity and demand for its hydraulic frac related water transfer business, its safety consultancy business or its generator and related equipment rental service businesses; risks relating to HII’s ability to implement technological developments and enhancements; risks relating to compliance with environmental, health and safety laws and regulations, as well as actions by governmental and regulatory authorities; risks that HII may be unable to achieve the benefits expected from acquisition and disposition transactions, and risks associated with integration of the acquired operations into HII’s operations; risks, in responding to changing or declining market conditions, that HII may not be able to reduce, and could even experience increases in, the costs of labor, fuel, equipment and supplies employed and used in HII’s businesses; risks relating to changes in the demand for or the price of oil and natural gas; risks that HII may not be able to execute its capital expenditure program and/or that any such capital expenditure investments, if made, will not generate adequate returns; and other risks affecting HII’s ability to maintain or improve operations, including its ability to maintain prices for services under market pricing pressures, weather risks, and the impact of potential increases in general and administrative expenses.
Because such statements involve risks and uncertainties, many of which are outside of HII’s control, HII’s actual results and performance may differ materially from the results expressed or implied by such forward-looking statements. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Other important risk factors that may affect HII’s business, results of operations and financial position are discussed in its most recently filed Annual Report on Form 10-K, recent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K and in other Securities and Exchange Commission filings. Unless otherwise required by law, HII also disclaims any obligation to update its view of any such risks or uncertainties or to announce publicly the result of any revisions to the forward-looking statements made here. However, readers should review carefully reports and documents that HII files periodically with the Securities and Exchange Commission.