Notes become convertible once company completes qualified financing
By Devika Patel
Knoxville, Tenn., Sept. 12 – Biotricity Inc. raised $185,000 in the eighth tranche of a private placement of 10% convertible promissory notes on Sept. 9, according to an 8-K filed Monday with the Securities and Exchange Commission. The company raised $275,000 on March 31, $250,000 on April 12, $200,000 on May 17, $100,000 on June 14, $425,000 on Aug. 1 and $300,000 on Aug. 8 and Aug. 12.
The deal was increased to $2.5 million from $1 million.
The maturity date will be the earlier of one year and the completion by the company of an equity financing of at least $3 million.
If the company completes the qualified financing, the notes and accrued interest will be convertible into the securities issued in the qualified financing. The conversion price will be the lesser of $1.60 per share, which is a 41.95% discount to the April 5 closing share price of $2.28, and the quotient obtained by dividing (a) 1.2 times the outstanding balance on the conversion date by (b) the actual price per share in the qualified financing.
When the notes mature, the investors will receive five-year warrants exercisable into a number of shares equal to in the case of a qualified financing, the number of shares issued upon conversion of the note and in all other cases, the number of shares equal to the outstanding balance divided by two. The exercise price is $2.00 per share.
Proceeds will be used for working capital and general corporate purposes.
The Toronto company designs biometric monitoring solutions for medical, health-care and consumer use.
| Issuer: | Biotricity Inc.
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| Issue: | Convertible promissory notes
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| Amount: | $2.5 million
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| Maturity: | Earlier of one year and the completion of a qualified financing
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| Coupon: | 10%
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| Conversion price: | Lesser of $1.60 per share and the quotient obtained by dividing (a) 1.2 times the outstanding balance on the conversion date by (b) the actual price per share in the qualified financing
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| Call option: | Yes, with holder’s consent
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| Warrants: | Issued at maturity for number of shares equal to in the case of a qualified financing, the number of shares issued upon conversion of the note and in all other cases, the number of shares equal to the outstanding balance divided by two
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| Warrant expiration: | Five years
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| Warrant strike price: | $2.00
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| Settlement dates: | March 31 (for $275,000), April 12 (for $250,000), May 17 (for $200,000), June 14 (for $100,000), Aug. 1 (for $425,000), Aug. 8 and Aug. 12 (for $300,000), Sept. 9 (for $185,000)
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| Stock symbol: | OTCBB: BTCY
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| Stock price: | $2.28 at close April 5
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| Market capitalization: | $43.56 million
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