Mednow Announces Closing of First Tranche of Senior Secured Convertible Debenture Financing Led by Mednow Management
Mednow Inc. (TSXV: MNOW) has completed the first tranche of its private placement offering of secured convertible debentures, raising $1,800,000 out of a total offering of $4,000,000. Ali Reyhany, CEO and Co-Founder, contributed the full amount of this tranche, totaling over $2,245,000 in cumulative investments since March 2021. The funds will be allocated for strategic acquisitions, working capital, and general corporate purposes. The offering is subject to TSXV approval and includes insider transactions, exempt from minority shareholder approval under MI 61-101.
- Raised $1,800,000 in first tranche of $4,000,000 convertible debenture offering.
- CEO Ali Reyhany invested $1,800,000, showing strong insider confidence.
- Funds will be used for strategic acquisitions and working capital.
- First tranche is only 45% of the total planned offering.
- Insider participation raises concerns about minority shareholder approval.
NOT FOR DISTRIBUTION TO
Ali Reyhany, CEO and Co-Founder, invested
For additional details regarding the terms of the Offering please refer to the Company’s news releases dated
The net proceeds received by the Company from the Offering are intended to be used for strategic acquisition opportunities, working capital and for general corporate purposes. The Convertible Debentures issued pursuant to the Offering are subject to a statutory hold period of four months from the date of issuance.
The Convertible Debentures issued under the first tranche of the Offering were issued to an insider of the Company and such participation is considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101”). The Company has relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such insider participation. The Company did not file a material change report more than 21 days before the expected completion of the first tranche of the Offering, as the details and amounts of the insider participation were not finalized until closer to the closing and the Company wished to close the transaction as soon as practicable for sound business reasons.
The Offering remains subject to receipt of TSXV approval and all other necessary regulatory approvals.
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Cautionary Statements Regarding Forward-Looking Information:
This news release contains forward-looking information within the meaning of Canadian securities laws. Such information includes, without limitation, information regarding the terms of the Offering and the intended use of proceeds from the Offering. Although
Forward looking information is typically identified by words such as: “believe”, “expect”, “anticipate”, “intend”, “estimate”, “postulate” and similar expressions, or are those, which, by their nature, refer to future events. The Company cautions investors that any forward-looking information provided by the Company is not a guarantee of future results or performance and that such forward-looking information is based upon a number of estimates and assumptions of management in light of management’s experience and perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances, as of the date of this news release including, without limitation, that additional tranches of the Offering will close and will do so on the proposed terms; that the Company will be able to utilize the net proceeds of the Offering in the manner intended; that general business and economic conditions will not change in a material adverse manner; that applicable regulatory approvals will be received; and assumptions regarding political and regulatory stability and stability in financial and capital markets.
Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements. Such risks and other factors include, among others: the risk that the Company may not complete additional tranches of the Offering; the risk that additional tranches of the Offering may not be completed on the anticipated terms; the risk that required regulatory approvals, including approval of the TSXV, for the Offering are not obtained; the risk that the Company may not be able to use the proceeds of the Offering as intended; the state of the financial markets for the Company’s securities; recent market volatility and potentially negative capital raising conditions resulting from the continued COVID-19 pandemic and risks relating to the extent and duration of such pandemic and its impact on global markets; the conflict in
The forward-looking statements contained in this news release are made as of the date of this news release. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
The securities referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within
This news release does not constitute an offer for sale of securities, nor a solicitation for offers to buy any securities.
View source version on businesswire.com: https://www.businesswire.com/news/home/20230208005338/en/
Media:
ir@mednow.ca
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