By Sheri Kasprzak
New York, April 17 - Edgewater Foods International, Inc. said it has completed a $1,062,000 private placement of series A convertible preferred stock.
The company issued 1,888,000 shares of the 8% preferreds at $0.5625 each to two accredited investors.
The preferreds are convertible into common shares on a one-for-one basis.
The investors also received warrants - series A through J - for 9.44 million shares. The series A warrants are exercisable at $1.15 each through April 12, 2011. Series B warrants are exercisable at $1.35 each through April 12, 2011. The series C warrants are exercisable at $1.85 each through April 12, 2011 and the series D warrants are exercisable at $2.25 each through April 12, 2011. The series E warrants are exercisable at $1.15 each through April 12, 2011 and the series F warrants are exercisable at $1.35 each through the same expiry. Series G warrants allow for the purchase of shares at $1.85 through April 12, 2011 and the series H warrants at $2.25 each. The series J warrants are exercisable at $0.5625 each through April 12, 2007.
Each series includes a number of warrants equal to 50% of the preferreds purchased in the placement, excluding series J, which includes a number of warrants equal to 100% of the preferreds purchased.
Proceeds will be used for the expansion of the company's operations into scallops and blackcod seafood farming. The rest will be used for working capital and general corporate purposes.
Based in Gaithersburg, Md., Edgewater is an aquaculture and marine hatchery operator.
| Issuer: | Edgewater Foods International, Inc.
|
| Issue: | Series A convertible preferred stock
|
| Amount: | $1,062,000
|
| Shares: | 1,888,000
|
| Dividend: | 8.00%
|
| Price: | $0.5625
|
| Conversion price: | $0.5625
|
| Conversion ratio: | 1
|
| Warrants: | Series A through J for 9.44 million shares, each series for 944,000 shares, except series J for 1,888,000 shares
|
| Warrant expiration: | April 12, 2011, except series J, which expires April 12, 2007
|
| Warrant strike price: | Series A: $1.15; series B: $1.35; series C: $1.85; series D: $2.25; series E: $1.15; series F: $1.35; series G: $1.85; series H: $2.25; series J: $0.5625
|
| Settlement date: | April 12
|
| Stock symbol: | OTCBB: EDWT
|
| Stock price: | $1.10 at close April 12
|
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