Mr. George Fleming reports
SOMEDIA ANNOUNCES UP TO US$1.5-MILLION DEBENTURE FINANCING
SoMedia
Networks Inc. has arranged a
private placement of convertible debentures in the
principal amount of $1.5-million (U.S.). For each $25,000 in
the principal amount of debentures issued, the subscriber will receive
131,578 detachable common share purchase warrants, with
each warrant exercisable into a common share of the company at a price of
25 cents per common share for a period of three years from the date of
issuance. The debenture will mature three years from the date of
issuance and will bear interest at 12 per cent per annum, compounded monthly
with interest accruing and payable in full on the maturity date.
Each debenture will be secured by granting the debentureholder a security interest over all of the company's present and
after-acquired property and assets as described in the debenture. All
security interests granted to the holders will rank pari passu. The
holder may convert the debenture any time. On conversion, the principal
amount of the debentures will be converted into shares of SoMedia at a
price of 19 cents per share.
SoMedia also announces that it has engaged the services of Scarsdale
Equities LLC to assist with the private placement.
Scarsdale is an institutional FINRA member broker/dealer and SIPC member
with offices in New York, N.Y., and San Francisco, Calif.
All securities issued in connection with the private placement will be
subject to a hold period of four months plus one day from the date of
issuance of the debenture. Completion of the private placement is
subject to various conditions, including receipt of the approval of the
TSX Venture Exchange. The proceeds from the debentures are expected to
be used for working capital purposes. Finders' fees may be payable in
connection with the private placement.
We seek Safe Harbor.
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