Empower Clinics Inc told investors it plans to raise aggregate gross proceeds of up to $3 million through a non-brokered private placement of its units at $0.20 each, and unsecured convertible debenture units at $1,000 each.
The Vancouver, British Columbia-based company said each unit will consist of one common share and one common share purchase warrant, entitling the holder to purchase one additional share for $0.30 for two years from the date of issuance, subject to customary adjustments.
Each debenture unit will consist of one 6.0% senior unsecured convertible debenture of the company having a principal amount of $1,000 and 5,000 warrants, issued on the same terms as the common share purchase warrants. The debentures will bear interest at the rate of 6.0% per annum and mature after two years from the date of issuance.
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Empower said the principal amount of each debenture may be convertible, for no additional consideration, into shares at the option of the holder at any time before the maturity date at a conversion price of $0.20 per share, subject to customary adjustments.
The company noted that certain insiders including company CEO Steven McAuley intend to subscribe for an aggregate of 1.75 million units. In connection with the financing, it added that McAuley intends to enter into a securities lending agreement with a purchaser of debenture units (the borrower) under which, immediately following the closing, the borrower will provide debentures in the principal amount of $1.2 million to McAuley as collateral for 6,000,000 unrestricted shares to be lent by McAuley.
Empower said it expects to pay finders’ fees in connection with the financing, which is likely to close on or about January 6, 2022.
The proceeds are expected to be used to finance its growth plans and for working capital purposes and general administrative expenses, it added.
Empower Clinics is an integrated healthcare company that is aggressively growing its clinical and digital presence across North America. The company's Health and Wellness and Diagnostics and Technology business units are positioned to positively impact the integrated health of its patients, while simultaneously providing long-term value for its shareholders.
Contact the author at stephen.gunnion@proactiveinvestors.com