VANCOUVER, British Columbia, December 22, 2022 (GLOBE NEWSWIRE) — ELSE NUTRITION HOLDINGS INC. INFANT BABYF 0YL (The “Pursue“) is pleased to announce that it has closed the first tranche of the previously announced private placement pursuant to the Convertible Securities Financing Agreement (the “approval“) with Lind Global Fund II LP, a company managed by The Lind Partners, LLC, a New York-based institutional fund manager (collectively “Lind“) for net proceeds of $4,133,125 after deducting the original issue rebate and closing fee (the “First installment“).
Pursuant to the first tranche, the Company has issued: (i) a convertible security (the “initial Changeable security“) with a term of two years and a nominal value of US$5,100,000; and (ii) 8,247,129 warrants to purchase common shares (the “warrants“) exercisable in common shares in the capital of the Company (the “shares“) for a period of 48 months from the date of issue at an exercise price of C$1.15 per share.
The Initial Convertible Security has a maturity of 36 months and is convertible into Shares after a 120 day blocking period. Lind will be able to convert 1/20th of par value each month at a conversion price equal to 85% of the five day volume weighted average price of Shares immediately prior to each conversion, subject to the right to increase conversions in certain circumstances. The outstanding principal of the Initial Convertible Notes is redeemable for cash at a premium of 5% after 180 days at the Company’s discretion (the “right of repurchase“). Should the Company exercise its right to repurchase, Lind would have the option to convert up to 33.3% of the face value of the Initial Convertible Notes into shares.
The Company has the right to draw an additional US$1,250,000 (which may be increased to US$3,000,000 by mutual agreement) (the “Second draw“), subject to the terms of the formal agreements, and thereafter an optional follow-up investment of up to $6,500,000 (the “Third…
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