Agreement with Black Mountain Equities could raise $175,000 more
By Angela McDaniels
Tacoma, Wash., June 23 – Hangover Joe's Holding Corp. raised $132,500 through the sale of convertible notes to KBM Worldwide, Inc., JSJ Investments Inc. and Black Mountain Equities, Inc. in three separate transactions.
In the first transaction, the company sold a $32,500 8% convertible note due Feb. 29, 2015 to KBM Worldwide on May 29, according to an 8-K filing with the Securities and Exchange Commission.
The note is convertible into common stock at a 45% discount to the average of the three lowest closing bid prices of the company’s common stock during the 10 trading days prior to conversion.
The note is callable for 180 days after issuance. The redemption premium is 15% for the first 30 days, 20% on days 31 through 60, 25% on days 61 through 90, 30% on days 91 through 120, 35% on days 121 through 150 and 40% on days 151 through 180.
In the second transaction, the company sold a $50,000 12% convertible note due Nov. 21, 2014 to JSJ Investments on May 21.
The note is convertible into common stock at a 50% discount to the average of the three lowest trades of the common stock during the 20 trading days prior to conversion.
On the maturity date, the note has a cash redemption premium of 150% of par and may be repaid by the issuer any time before the fifth month. The note is also putable.
In the third transaction, the company agreed to sell up to $250,000 of convertible notes to Black Mountain Equities for $225,000.
The investor paid $50,000 on June 4. It may choose to purchase more notes at its discretion. Each note will be due one year from the date of payment.
The notes bear a one-time interest charge of 12%, which was applied to the $250,000 principal amount upon issuance of the first note.
The conversion price is the lesser of $0.05 and 60% of the lowest trade during the 25 trading days prior to conversion.
Each note is callable at 150 during its first 90 days.
The Colorado Springs company produces hangover recovery products containing antioxidants, vitamins and herbs.
| Issuer: | Hangover Joe's Holding Corp.
|
| Issue: | Convertible notes
|
| Amount: | Up to $332,500
|
| Proceeds: | Up to $307,500
|
| Stock symbol: | OTCBB: HJOE
|
| Stock price: | $0.042 at close June 23
|
| Market capitalization: | $4.76 million
|
|
|
| KBM note
|
| Amount: | $32,500
|
| Maturity: | Feb. 29, 2015
|
| Coupon: | 8%
|
| Price: | Par
|
| Conversion price: | 45% discount to average of three lowest closing bid prices of company’s common stock during 10 trading days prior to conversion
|
| Call option: | At 115 for first 30 days, 120 on days 31 through 60, 125 on days 61 through 90, 130 on days 91 through 120, 135 on days 121 through 150 and 140 on days 151 through 180
|
| Investor: | KBM Worldwide, Inc.
|
| Settlement date: | May 29
|
|
|
| JSJ note
|
| Amount: | $50,000
|
| Maturity: | Nov. 21, 2014
|
| Coupon: | 12%
|
| Price: | Par
|
| Conversion price: | 50% discount to average of three lowest trades of common stock during 20 trading days prior to conversion
|
| Redemption premium: | 150% of par
|
| Put option: | Yes
|
| Settlement date: | May 21
|
|
|
| Black Mountain notes
|
| Amount: | Up to $250,000
|
| Proceeds: | Up to $225,000
|
| Tenor: | One year
|
| Coupon: | 12%
|
| Price: | 90% of par
|
| Conversion price: | Lesser of $0.05 and 60% of lowest trade during 25 trading days prior to conversion
|
| Call option: | At 150 during first 90 days
|
| Investor: | Black Mountain Equities, Inc.
|
| Settlement date: | June 4 (for $50,000 payment)
|
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