An anonymous director reports
NANALYSIS ANNOUNCES NOTE OFFERING OF $2 MILLION
Nanalysis Scientific Corp. has arranged an offering of 12 per cent unsecured promissory notes for aggregate gross proceeds of $2-million. The notes will be issued to arm's-length third party investors. The notes will bear simple interest at a rate of 12 per cent per annum, with interest payable annually within 30 days of the first and second anniversaries of the issuance date of the notes. At the company's option and subject to TSX Venture Exchange approval, the interest may be paid in cash or common shares of the company. The notes will mature two years from the date of issuance. The company intends to use the net proceeds from the offering for general corporate purposes and to support continuing business operations.
Pathfinder Asset Management Ltd. has agreed to subscribe for $1-million principal amount of notes under the offering. In the event that other investors subscribe for less than the remaining $1-million amount of the offering, Pathfinder will increase its subscription amount to a maximum of $2-million.
In connection with the notes, the company will issue common shares of the company to the lenders. The bonus shares will represent a value equal to 20 per cent of the principal amount of the notes, calculated based on the market price (as defined by the TSX-V) of 25 cents per bonus share, which is the closing price of the company's common shares on June 5, 2025, prior to the announcement of the offering. An aggregate of 1.6 million bonus shares will be issued to the lenders. The bonus shares will be subject to a four-month hold period commencing from the date of issuance thereof in accordance with applicable securities legislation.
The company may pay a finder's fee of up to 5 per cent of the gross proceeds of the notes, payable in cash.
Closing of the offering is subject to customary closing conditions, including receipt of all necessary corporate and regulatory approvals, including TSX-V acceptance.
About Nanalysis Scientific Corp.
Nanalysis Scientific in operates two primary business segments: scientific equipment and security services. Within its scientific equipment business is what the company terms MRI (magnetic resonance imaging) and NMR (nuclear magnetic resonance) for industry. The company develops and manufactures portable NMR spectrometers or analyzers for laboratory and industrial markets. The NMReady-60 was the first full-feature portable NMR spectrometer in a single compact enclosure requiring no liquid helium or any other cryogens. The company has followed up that initial offering with new products and continues to have a strong innovation pipeline. In 2020, the company announced the launch of its 100-megahertz platform, which has the highest usable field on a fully featured bench-top NMR product on the market. In early 2025, the company launched its new 60-megahertz instrument, which is based on the successful 100-megahertz product line.
The company's devices are used in many industries (oil and gas, chemical, mining, pharma, biotech, flavours and fragrances, agrochemicals, law enforcement, and more) as well as numerous government and university research labs around the world. The company is working to expand into new global market opportunities independently and with partners. With its partners, the company provides scientific equipment sales and maintenance services globally.
Within the company's security services business, the core activity is providing airport security equipment maintenance in each province and territory of Canada. In addition, the company provides commercial security equipment installation and maintenance services to a variety of customers in North America.
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