Mr. Ilan Sobel reports
BIOHARVEST SCIENCES INC. ANNOUNCES A PRIVATE PLACEMENT
OF UP TO $12 MILLION OF CONVERTIBLE NOTES
Bioharvest Sciences Inc. has arranged a non-brokered private placement of
convertible notes for proceeds of up to $12-million. The convertible notes will have a term of
24 months from date of issuance and will bear interest at 12 per cent per annum. The convertible notes and
accrued interest will be convertible at the option of the holder into common shares of the issuer at a
conversion price that is equal to the closing market price of the company's common shares on the
date of conversion less a discount of 20 per cent but, in any event, not less than 24 cents per share (the floor
price) or more than 75 cents per share (the ceiling price).
Major investors who invest over $2-million (U.S.) ($2.7-million) will also receive a warrant
exercisable for a period of two years from issuance for every 30 cents invested. The warrants will be
exercisable for a period of 24 months to buy a common share at 30 cents per common share.
Holders of convertible notes who elect to convert within the first 12 months will be entitled to receive
an early conversion warrant for each 30 cents converted entitling them to purchase a common share at
30 cents per share for a period from the date of issuance to the date that is 24 months from the original
date of issuance of the convertible notes.
In the event that the company completes an equity financing of not less than $10-million during the first three months that the convertible notes are outstanding, a
noteholder will have the option to immediately convert the principal and accrued interest under the noteholder's convertible notes into common shares at the price per share of the equity financing but in any event
not less than 20 cents.
The company may pay customary commissions or other sales incentives to registered brokers or
investment dealers or finders (where permitted by law).
About Bioharvest Sciences Inc.
Bioharvest Sciences is a fast-growing biotechnology firm listed on the Canadian Securities
Exchange. Bioharvest has developed a patented biocell growth platform technology capable of growing
the active and beneficial ingredients in fruit and plants, at industrial scale, without the need to grow the
plant itself. Bioharvest is currently focused on leveraging its botanical synthesis technology to develop
the next generation of science-based and clinically proven therapeutic solutions, within two major
business verticals -- nutraceutical health and wellness products (such as dietary supplements) and
development of plant-cell-based active pharmaceutical ingredients (APIs) that focus on specific medical
indications.
We seek Safe Harbor.
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