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Plurilock Security Inc (2)
Symbol PLUR
Shares Issued 37,239,291
Close 2024-05-23 C$ 0.36
Market Cap C$ 13,406,145
Recent Sedar Documents

Plurilock receives TSX-V approval to amend debentures

2024-05-23 20:13 ET - News Release

Mr. Ian Paterson reports

PLURILOCK ANNOUNCES AMENDMENT TO TERMS OF CONVERTIBLE DEBENTURES AND WARRANT INDUCEMENT PROGRAM AND CLOSING OF DEBT SETTLEMENT

Further to the news release dated April 3, 2024, Plurilock Security Inc. has received TSX Venture Exchange approval to amend, for a 30-day period, certain terms of the unsecured convertible debentures of the company that were issued by the company on Aug. 15, 2022, and Sept. 20, 2022, in connection with the private placement of debenture units consisting of $1,000 principal amount of 10 per cent debentures and 500 common share purchase warrants.

Prior to the debenture amendment taking effect, the debentures were convertible into common shares of the company at a price of $2 per debenture share on a postconsolidation basis. The warrants were also exercisable into common shares of the company at a price of $2 per warrant share on a postconsolidation basis.

Commencing on May 27, 2024, and ending on June 26, 2024, the conversion price of the debentures will be amended from $2 per debenture share to 25 cents per debenture share. After the expiry of the inducement period, the conversion price of the debentures will revert to $2 per debenture share.

In addition to the debenture amendment and as an inducement to the debentureholders who elect to convert their debentures into debenture shares during the inducement period, the warrants held by such debentureholders will be cancelled in exchange for one new common share purchase warrant for each debenture share issued on conversion of their respective debentures. Each inducement warrant will entitle the holder thereof to purchase one additional common share of the company for a period of one year at a price of 30 cents.

Debt settlement

The company also announces that, further to the news release dated April 3, 2024, the company has issued 1,092,762 units at a deemed price of 20 cents per debt settlement unit to arm's-length creditors to settle an aggregate of $218,552.50 owed to such creditors. Each debt settlement unit consists of one share and one common share purchase warrant. Each debt settlement warrant entitles the holder thereof to purchase one share for a period of two years at a price of 25 cents in the first year and 40 cents in the second year.

The debt settlement warrants and shares issued in connection with the debt settlement are subject to a statutory hold period of four months plus a day from the date of issuance in accordance with the policies of the exchange and applicable securities legislation.

Investor relations agreement

The company is also pleased to announce that it has entered into a campaign agreement with 2501490 Alberta Inc., doing business as Social Network Effect Communications, pursuant to which the service provider will assist the company with its investor relations programs with the general objective of expanding awareness of Plurilock and its business through one or more influencer campaigns. Pursuant to the terms of the campaign agreement, the company will pay the service provider $432,272 (U.S.) payable in cash in two tranches. An amount of $300,000 (U.S.) is payable upon entering into the campaign agreement, and the remaining $132,272 (U.S.) is payable 30 calendar days thereafter. The term of the campaign agreement commenced on May 1, 2024, and ends on Sept. 30, 2024. The service provider is also eligible to receive options of the company, the number and terms of which will be determined by mutual agreement of the company and service provider and in accordance with the policies of the exchange.

Unit private placement and investor relations agreement clarifications

Further to the company's news release dated April 26, 2024, the company wishes to clarify the terms of the finders' warrants issued in connection with the 20-cent- and 22.5-cent-per-unit private placements. The 1,016,575 finders' warrants issued to finders in connection with the 20-cent private placement entitle the holders thereof to acquire one share for a period of two years at a price of 25 cents in the first year and 40 cents in the second year. The 155,555 finders' warrants issued to a finder in connection with the 22.5-cent private placement entitle the holder thereof to acquire one share for a period of two years at a price of 30 cents.

The company also confirms that insiders of the company participated in the 20-cent-per-unit private placement, acquiring an aggregate of 1.65 million units for a total subscription price of $330,000. Their participation constitutes a related-party transaction under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The company is relying on exemptions from the formal valuation requirements contained in sections 5.5(b) and 5.7(1)(a) of MI 61-101, on the basis that the company is not listed on a specified market and the fair market value of the securities issued to the related parties does not exceed 25 per cent of the company's market capitalization, as determined in accordance with MI 61-101. The company did not file a material change report 21 days before closing of the private placement as the details of the insider participation were not known at that time.

The company also confirms that pursuant to the terms of the capital market advisory agreement with Sophic Capital Inc., announced on May 3, 2024, Sophic Capital is eligible to receive options of the company, the number and terms of which will be determined by mutual agreement of the company and Sophic Capital and in accordance with the policies of the exchange.

About Plurilock Security Inc.

Plurilock sells cybersecurity solutions to the U.S. and Canadian federal governments along with Global 2000 companies. Through these relationships, Plurilock sells its unique brand of critical services -- aiding clients with its expertise to defend against, detect and prevent costly data breaches and cyberattacks.

We seek Safe Harbor.

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