Helix launches tender for $4.47 million 8% convertible notes, warrants

By Devika Patel

Knoxville, Tenn., Nov. 24 - Helix BioMedix, Inc. has begun a tender offer for two of its convertible promissory notes, according to an 8-K filed Wednesday with the Securities and Exchange Commission.

On Nov. 24, the company filed a Schedule TO with the SEC, reporting that it is inviting holders to tender up to $3.474 million of its 8% convertible promissory notes due July 1, 2011 and up to $1 million of 8% convertible promissory notes due July 1, 2013. The company wishes to amend and possibly convert the notes; it also will amend and exercise the 1,118,500 related warrants.

Of the warrants, 868,500 are exercisable at $1.00 and the remaining 250,000 are exercisable at $0.80.

The 2011 notes are convertible into shares at $1.00 per share and the 2013 notes are convertible at $0.80 per share. Under the tender offer, at the holders' option, the two notes and accrued interest will be converted at $0.60 per share or amended so that they will be due July 1, 2015 and convertible into shares at $0.75 per share.

In the tender, the warrants may be amended and exercised for twice the number of shares into which the existing warrants are exercisable with a strike price that is equal to half of the current exercise price. The warrants may not be amended without being exercised.

The notes that are converted will be cancelled. The notes that are amended will remain outstanding following the changes. The warrants will be amended, then exercised and subsequently cancelled.

Based in Bothell, Wash., Helix develops bioactive peptides used in skin care products.

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