Therma Bright Announces up to $1,000,000 Unit Offering
Therma Bright, a developer of diagnostic and medical device technologies, announces a non-brokered private placement offering up to $1,000,000 by issuing 100,000,000 units at $0.01 per unit. Each unit includes one common share and a half-warrant, with full warrants exercisable over three years at $0.05 in the first year and $0.10 in the subsequent years. The proceeds will fund their Digital Cough technology, pay debts, and support general working capital. The offering is expected to close by June 7, 2024, pending regulatory approvals. Additionally, Therma Bright has granted stock options and warrants to directors, officers, consultants, and entered into debt settlements issuing common shares.
- Therma Bright will raise up to $1,000,000 through the unit offering.
- Funds will support the Digital Cough technology and investment in InStatin Inc.
- Debt settlement includes issuing shares to settle an aggregate debt of $192,500.
- Stock options and warrants granted to key personnel and consultants could incentivize performance.
- The offering price of $0.01 per unit is significantly below the $0.05 minimum pricing exception, indicating potential undervaluation concerns.
- High dilution risk with 100,000,000 new units and additional shares from debt settlement.
- A portion of proceeds will be used to pay outstanding amounts to management and directors, which may raise governance concerns.
- There is a reliance on regulatory approvals, which introduces closure risk.
Toronto, Ontario--(Newsfile Corp. - May 22, 2024) - Therma Bright Inc. (TSXV: THRM) (OTCQB: TBRIF) ("Therma" or the "Company"), developer and partner in a wide-range of leading-edge, proprietary diagnostic and medical device technologies, announces that it proposes to undertake a non-brokered private placement of up to 100,000,000 units priced at
The proposed use of proceeds from the Offering is: (i) approximately
The units will be offered to qualified investors in reliance upon exemptions from the prospectus and registration requirements of applicable securities legislation. The Company may pay finders' fees to eligible finders in connection with the Offering, subject to compliance with applicable securities laws and the policies of the TSXV.
The Offering is expected to close on or before June 7th, 2024. Completion of the Offering and the payment of any finders' fees remain subject to the receipt of all necessary regulatory approvals, including the approval of the TSXV.
Therma also announces that pursuant to the Company's
In addition, Therma announces that it has entered into a consulting agreement for strategic business development services and introductions such as potential acquisitions, partnerships, new sales channels, new products and or services, new advisors and or management team members, pursuant to which, as partial consideration, it will issue to the consultant share purchase warrants entitling the consultant to purchase up to an aggregate of 5,000,000 common shares of the Company for a period of two years at an exercise price of
In addition, the Company announces that it has negotiated debt settlement with arm's length and non-arm's length creditors. Pursuant to the debt settlements it has arranged, and subject to acceptance by the TSXV, the Company proposes to settle aggregate debt of
Directors and officers are participating in the debt settlement transactions and will receive an aggregate of 8,500,000 shares in consideration for settlement of an aggregate
All securities issued and sold under the Offering, together with the above-noted stock options, consultant warrants and debt settlement shares will be subject to a hold period expiring four months and one day from their date of issuance.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.
About Therma Bright Inc.
Therma Bright is a developer and partner in a wide range of leading edge, proprietary diagnostic and medical device technologies focused on providing consumers and medical professionals with quality, innovative solutions that address some of today's most important medical and healthcare challenges. Therma Bright Inc. trades on the (TSXV: THRM) (OTCQB: TBRIF) (FSE: JNX). Visit: www.thermabright.com.
Therma Bright Inc.
Rob Fia, CEO
rfia@thermabright.com
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FORWARD-LOOKING STATEMENTS
Certain statements in this news release constitute "forward-looking" statements. These statements relate to future events such as a financing as described in the news release. All such statements involve substantial known and unknown risks, uncertainties and other factors which may cause the actual results to vary from those expressed or implied by such forward-looking statements. Forward-looking statements involve significant risks and uncertainties, they should not be read as guarantees of future performance or results, and they will not necessarily be accurate indications of whether such results will be achieved. Actual results could differ materially from those anticipated due to several factors and risks. Although the forward-looking statements contained in this news release are based upon what management of the Company believes are reasonable assumptions on the date of this news release, the Company cannot assure investors that actual results will be consistent with these forward-looking statements. The forward-looking statements contained in this press release are made as of the date hereof and the Company disclaims any intention or obligation to update or revise any forward-looking statements whether because of new information, future events or otherwise, except as required under applicable securities regulations.
Not for distribution to United States newswire services or for dissemination in the United States.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/210072
FAQ
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