BlueRush Inc has announced the completion of its previously announced non-brokered private placement financing of convertible debenture units which raised gross proceeds of US$3,023,995.
The financing consisted of 10.0% unsecured convertible debentures for an aggregate principal amount of US$3,023,995 and an aggregate of 37,812,500 common share purchase warrants.
The company said it intends to use the net proceeds from the offering for general working capital.
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As previously announced, the company said it intends to call a special shareholders' meeting to seek shareholder approval for a consolidation of its common shares on the basis of one post-consolidation common share for a minimum of two pre-consolidation common shares, or such greater number as may be determined by the board of directors of the company or as may be required to obtain final approval of the offering and the consolidation from the TSX Venture Exchange.
Under the offering, Glidepath Auxo LLC of Denver, Colorado, a special purpose investment entity controlled by Mark Soane and Daniel Hoskins, subscribed for an aggregate of US$1,725,000 of convertible debenture units (which, prior to effecting the consolidation, would result in the issuance of 43,125,000 common shares upon conversion of the debentures - without taking into account applicable interest - and 21,562,500 common shares upon the due exercise of the warrants), resulting in Glidepath holding, on a partially diluted basis (including the conversion/exercise of all convertible debentures and warrants issued under the offering to Glidepath and other subscribers), 22.8% of the issued and outstanding common shares.
Accordingly, as required by the exchange, the company has received written approval from its shareholders representing 54.1% of all issued and outstanding shares of the company for the subscription by Glidepath.
In connection with the offering, the company paid a registered dealer a cash commission of US$229,200 and issued them with 10,743,750 non-transferable warrants with each warrant entitling the holder to acquire one common share at a price of US$0.04 per share until the date that is 48 months from the closing of the offering. In addition, the company has agreed to pay the dealer a fee equal to 2.0% of the aggregate amount of convertible debentures converted by subscribers it referred, if applicable, and a fee equal to 3.0% of the aggregate exercise price of warrants exercised by subscribers it referred, if applicable.
The convertible debentures and the warrants forming part of the convertible debenture units, and any securities issuable upon conversion or exercise thereof, will be subject to a statutory hold period of four months and one day from the date of issuance.
The securities have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, US persons absent US registration or an applicable exemption from the US registration requirements.
BlueRush develops and markets IndiVideo, a disruptive, award-winning interactive personalized video platform that drives return on investment throughout the customer lifecycle, from increased conversions to more engaging statements and customer care.
IndiVideo enables BlueRush clients to capture knowledge and data from their customers' video interaction, creating new and compelling data-driven customer insights.
Contact the author at jon.hopkins@proactiveinvestors.com