Mednow Announces Senior Secured Convertible Debenture Financing of up to $3,000,000 Led by Gravitas Securities
Mednow Inc. (TSXV: MNOW) (OTCQX: MDNWF), a Canadian virtual pharmacy, has engaged Gravitas Securities Inc. to offer senior secured convertible debentures, aiming to raise up to $3,000,000. Each Convertible Debenture will be priced at $1,000, bearing interest at 12% annually and maturing in 36 months. Holders can convert them into units at a price of $0.35 per unit, which includes common shares and purchase warrants. Funds will be used for strategic acquisitions and working capital. The offering is subject to TSXV approval.
- Offering aims to raise up to $3,000,000, providing needed capital.
- 12% annual interest rate on convertible debentures is attractive.
- Funds will be used for strategic acquisitions and working capital, potentially enhancing growth.
- The offering is subject to regulatory approvals, introducing uncertainty.
- Convertible debentures may dilute existing shareholder value if converted.
NOT FOR DISTRIBUTION TO
Each Convertible Debenture will bear interest at a rate of
Each Unit will be comprised of one Class A common share in the capital of
All interest accrued on the Convertible Debentures will be payable in units (“Interest Units”) (or if the holder is a Non-Arm’s
Each Interest Unit will be comprised of one Common Share and one Common Share purchase warrant (each, an “Interest Warrant”) of the Company. Each Interest Warrant will be exercisable by the holder for a period of 36 months from the date of issuance, subject to applicable policies of the TSXV, to acquire one Common Share at a price equal to a
At any time following the 12 month anniversary of the date of issuance, the Company may, at its option, elect to redeem, in whole or in part, the Convertible Debentures, on not more than 60 days’ and not less than 30 days’ prior written notice, at a redemption price equal to
Subject to the prior conversion or redemption of the Convertible Debentures, on the Maturity Date the outstanding principal amount of the Convertible Debentures will be repayable to holders in cash.
The Convertible Debentures will rank senior, secured by all of the assets and property of the Company, subject to certain equipment specific permitted encumbrances, pursuant to a general security agreement, and guaranteed by the Company’s wholly-owned subsidiaries, other than
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.
In consideration for the Agent’s services in connection with the Offering,
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 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 the Offering; the risk that 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.
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Investor Relations:
ir@mednow.ca
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