By Susanna Moon
Chicago, Aug. 3 - Aims Worldwide Inc. completed the first round of an $8 million sale of convertible preferred stock to Liberty Growth Fund, LP, according to an 8-K filing with the Securities and Exchange Commission.
Under the sale agreement, Liberty will buy up to 5 million shares of the preferreds in two rounds of financing. Each preferred share is convertible into five common shares.
The investor also received warrants for 21,875,000 shares exercisable at $0.50 each, for 4 million shares exercisable at $0.50 each, for 6 million shares exercisable at $1.00 each and for 6 million shares exercisable at $2.00 each.
The first round consisted of $3.5 million for 2,187,500 shares of series A preferred stock.
The second round of $4.5 million in exchange for 2,812,500 shares of series A preferreds must be completed within 120 days of the agreement date and requires the company to meet certain requirements.
If the company fails to acquire the second round acquisition target before the second round closing date, then the company will issue 500,000 preferred shares as a penalty.
If for the 12 months ended Dec. 31 the company's pro forma EBITDA target is not met, then the company will issue 1.6 million preferred shares as a penalty.
If the company is subject to penalties, the company also will issue warrants to purchase common stock to Lerota, LLC in the amount of 187,500 common shares at $0.01 for the acquisition penalty and 825,000 common shares for the EDITDA penalty. Lerota is the placement agent.
Proceeds will be used for acquisitions and working capital.
Aims Worldwide, based in Fairfax, Va., is a marketing consultant company.
| Issuer: | Aims Worldwide, Inc.
|
| Issue: | Series A convertible preferreds
|
| Amount: | $8 million
|
| Shares: | 5 million
|
| Conversion ratio: | Each preferred into five common shares
|
| Warrants: | For 37.875 million shares
|
| Warrant strike price: | For 21,875,000 shares exercisable at $0.50 each, for 4 million shares at $0.50 each, for 6 million shares at $1.00 each and for 6 million shares at $2.00 each
|
| Investor: | Liberty Growth Fund, LP
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| Placement agent: | Lerota, LLC
|
| Pricing date: | July 26
|
| Announcement date: | Aug. 3
|
| Stock symbol: | OTCBB: AMWW
|
| Stock price: | $0.58 at close July 25
|
| Stock price: | $0.59 at close Aug. 2
|
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