07:41:13 EDT Thu 02 May 2024
Enter Symbol
or Name
USA
CA



Tenet Fintech Group Inc
Symbol PKK
Shares Issued 123,761,745
Close 2024-04-16 C$ 0.09
Market Cap C$ 11,138,557
Recent Sedar Documents

Tenet Fintech closes $2.01M 3rd financing tranche

2024-04-17 11:57 ET - News Release

Mr. Mayco Quiroz reports

TENET CLOSES THIRD TRANCHE OF BROKERED PRIVATE PLACEMENT FOR GROSS PROCEEDS OF $2M

Tenet Fintech Group Inc. has completed a third tranche closing of its previously announced offering of the sale of securities, on a private placement basis, of the company for gross proceeds of up to $10-million. The Company sold a total of 2,015 convertible debenture units of the Company (the "CD Units") at a price of $1,000 per CD Unit, for aggregate gross proceeds in the Third Tranche Closing of $2,015,000.

The Third Tranche Closing of the Offering was completed pursuant to the terms and conditions of an agency agreement (the "Agency Agreement"), dated February 2, 2024 between the Company and Research Capital Corporation, as lead agent and sole bookrunner.

In accordance with the Agency Agreement, which was recently extended, the Company may complete additional closings on sales of CD Units pursuant to the Offering on or before April 30, 2024. Tenet has now raised a total of $4,625,000 from the Offering in three announced closings. The Company intends to close additional tranches of the Offering for total gross proceeds of a minimum of $7,500,000. However, there can be no assurances that the Company will be able to close any further tranches of the Offering.

Each CD Unit is comprised of: (i) one 10.0% unsecured convertible debenture of the Company in the principal amount of $1,000 (a "Convertible Debenture"); and (ii) 6,666 Common Share purchase warrants (the "CD Warrants"), except that each CD Unit sold to officers of Tenet comes with only 4,000 Common Share purchase warrants (the "Insider Warrants"). The Convertible Debentures sold in the Third Tranche Closing will mature three years from the date of their issuance (the "Maturity Date") and, subject to prior conversion in accordance with their terms, will be repaid in cash at the Maturity Date. Each CD Warrant sold in the Third Tranche Closing is exercisable to acquire one Common Share at an exercise price of $0.25 for a period of two years from the date of its issuance, and each Insider Warrant is exercisable to acquire one Common Share at an exercise price of $0.50 for a period of two years from the date of its issuance.

From the date of issue until their Maturity Date, Convertible Debenture holders may elect to convert, in whole or in part, the face value of the Convertible Debentures into Common Shares at a conversion price of $0.15 per Common Share or at a conversion price of $0.25 per Common Share for Convertible Debentures issued to officers of Tenet. At any time prior to the Maturity Date, if the volume weighted average price of the Common Shares on the Canadian Securities Exchange (or such other Canadian stock exchange on which the greatest volume of Common Shares is traded) meets or exceeds $2.50 for three consecutive trading days, any non-converted and remaining face value of the Convertible Debentures will be automatically converted into Common Shares at a conversion price of $0.15 per Common Share or at a conversion price of $0.25 per Common Share for Convertible Debentures held by officers of Tenet. Upon the conversion of the Convertible Debentures, the Company will pay to the Convertible Debenture holders, in cash, the interest accrued on the Convertible Debentures for the amount converted up to but excluding the date of conversion. The Convertible Debentures shall bear interest at a rate of 10.0% per annum from the date of issue, payable monthly in arrears in cash. Interest shall be computed on the basis of a 360-day year composed of twelve 30-day months.

Tenet intends to use the net proceeds from the Offering to continue the development of its Cubeler(TM) Business Hub, for working capital and general corporate purposes.

Pursuant to Multilateral Instrument 61-101 respecting protection of minority security holders in special transactions ("MI 61-101"), the Offering constitutes a "related party transaction" as some subscribers of the 2,000 Units are officers of Tenet (the "Related Parties"). Tenet previously obtained "majority of the minority" shareholder approval for Related Parties to acquire up to $7,720,000 of the Offering during a special meeting of shareholders held on October 26, 203. The Company's board of directors has unanimously approved the Offering.

For its services in connection with the Third Tranche Closing of the Offering, the Company has paid to the Agent: (i) a cash commission equal to $117,300, being an amount equal to 5.8% of the gross proceeds of the Third Tranche Closing of the Offering; and (ii) 117.3 non-transferable broker warrants (the "CD Broker Warrants"), being such number of CD Broker Warrants as is equal to 5.8% of the number of CD Units sold pursuant to the Offering. Each CD Broker Warrant is exercisable to purchase one CD Unit at an exercise price of $1,000 for a period of two years from the date of its issuance.

The Convertible Debentures, CD Warrants and Insider Warrants are subject to a statutory hold period of four months and one day from their date of issuance. For further details concerning the Offering, see the Prior Press Releases.

This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any jurisdiction in the United States of America. The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.

About Tenet Fintech Group Inc.:

Tenet Fintech Group Inc. is the parent company of a group of innovative financial technology (Fintech) and artificial intelligence (AI) companies. All references to Tenet in this news release, unless explicitly specified, include Tenet and all its subsidiaries. Tenet's subsidiaries offer various analytics and AI-based products and services to businesses, capital markets professionals, government agencies and financial institutions either through or leveraging data gathered by the Cubeler(TM) Business Hub, a global ecosystem where analytics and AI are used to create opportunities and facilitate B2B transactions among its members. Please visit our website at: https://www.tenetfintech.com/.

We seek Safe Harbor.

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