Empower Clinics Announces Proposed Private Placement Also Announces Amendment of Warrant Terms and Debt Settlement
Empower Clinics Inc. (CSE:EPW, OTCQB:EPWCF) has announced a non-brokered private placement aiming to raise up to $1.25 million. This includes $250,000 from secured convertible debenture units priced at $1,000 each, and $1,000,000 from common share units priced at $0.05 each. The company will also settle $3,786,400 in outstanding convertible debentures by issuing a new convertible debenture, allowing conversion at a reduced price of $0.05. The financing is subject to Canadian Securities Exchange approval and proceeds will be utilized for working capital.
- Intention to raise up to $1.25 million through private placement.
- Reduction in conversion price of new debentures to $0.05, beneficial for debt holders.
- Secured convertible debentures will bear interest at 10%, potentially making them attractive.
- Outstanding debentures were convertible at a higher price ($0.20), indicating prior financial strain.
- Financing's success is contingent on approval from the Canadian Securities Exchange, introducing uncertainty.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
VANCOUVER, BC / ACCESSWIRE / November 22, 2022 / EMPOWER CLINICS INC. (CSE:EPW)(OTCQB:EPWCF) ("Empower" or the "Company") today announces its intention to complete a non-brokered private placement of: (i) secured convertible debenture units (each a "Debenture Unit") at a price of
Each Debenture Unit will be comprised of one senior secured convertible debenture of the Company in the principal amount of
Each Share Unit will be comprised of one Share and one Warrant, with each Warrant exercisable into one Share on the terms provided above.
The Company also announces the settlement of all amounts owing under 3,700 outstanding convertible debentures, plus accrued interest thereon, in the aggregate amount of
The closing of the Financing, issuance of the New Debenture and amendments to the Outstanding Warrants are subject to the approval of the Canadian Securities Exchange. The proceeds of the Financing are expected to be used for working capital purposes and general administrative expenses. The closing of the Debenture Financing and the issuance of the New Debenture are expected to occur on November 22, 2022. The closing of the Share Financing may close in one or more tranches on dates to be determined by the Company. Finder's fees may be payable by the Company in connection with the Financing.
The securities issued in connection with the Share Financing are expected to be subject to a four-month and one day hold period under applicable securities laws.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. The securities sold under the Financing have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any state securities laws, and may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.
ABOUT EMPOWER
Empower is an integrated healthcare company that provides body and mind wellness for patients through its clinics, with digital and telemedicine care, a medical device company and world-class medical diagnostics laboratories. Supported by an experienced leadership team, Empower is aggressively growing its clinical and digital presence across North America. Its Health & Wellness and Diagnostics & Technology business units are positioned to positively impact the integrated health of our patients, while simultaneously providing long term value for our shareholders.
ON BEHALF OF THE BOARD OF DIRECTORS:
Steven McAuley
Chief Executive Officer
CONTACTS:
Media:
Steven McAuley CEO
s.mcauley@empowerclinics.com
+1 855-855-9058
Investors:
Tamara Mason
Business Development &
Communications
t.mason@empowerclinics.com
+1 855-855-9058
DISCLAIMER FOR FORWARD-LOOKING STATEMENTS
This news release contains certain "forward-looking statements" or "forward-looking information" (collectively "forward looking statements") within the meaning of applicable Canadian securities laws. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Forward-looking statements can frequently be identified by words such as "plans", "continues", "expects", "projects", "intends", "believes", "anticipates", "estimates", "may", "will", "potential", "proposed" and other similar words, or information that certain events or conditions "may" or "will" occur. Forward-looking statements in this news release include statements regarding the expected timing of closing, expected approval of the CSE, expected size of the Financing and the expected use of proceeds of the Financing. Such forward-looking statements are based on assumptions known to management at this time, and are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the forward-looking statements, including that the Financing may not be completed on the terms expected or at all, and other factors beyond the Company's control. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. Readers are cautioned not to place undue reliance on the forward-looking statements in this release, which are qualified in their entirety by these cautionary statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements in this release, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities laws.
SOURCE: Empower Clinics Inc.
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FAQ
What is the purpose of the Empower Clinics private placement announced on November 22, 2022?
What are the terms of the private placement for Empower Clinics (EPWCF)?
What changes were made to the outstanding debentures of Empower Clinics?