By Laura Lutz
Des Moines, Sept. 4 - Amish Naturals, Inc. raised $6 million from a private placement of a senior secured convertible note and warrants with an institutional investor.
The note bears interest at 9.25% per year and matures in three years. The maturity may be extended at the investor's option for up to two years.
The conversion price is initially set at $1.8781 per share.
If the company's stock trades above $3.7562, it may force conversion of a principal amount of the notes equal to up to 20% of the trading volume of the company's stock over 20 trading days.
The investor received series A warrants for 1,597,331 shares, series B warrants for 798,665 shares and series C warrants for 798,665 shares.
The series A warrants are exercisable at $1.8781 per share, the series B warrants are exercisable at $2.50 per share and the series C warrants are exercisable at $3.00 per share. All of the series A, B and C warrants will expire on the earlier of nine years after settlement of the placement and seven years after the Securities and Exchange Commission declares a registration statement effective for all of the underlying shares.
The investor also received series D warrants for a total of 3,194,661 shares, which will only become exercisable upon a mandatory conversion of the note. The exercise price of the series D warrants is $1.8781.
The series D warrants expire on the earlier of the maturity date of the note and repayment of the note.
Wharton Capital Partners acted as placement agent.
The company will use the proceeds for expansion of its distribution and production facilities, for product development, for debt repayment and for working capital.
Amish Naturals is a Holmesville, Ohio-based producer of organic pasta.
| Issuer: | Amish Naturals, Inc.
|
| Issue: | Senior secured convertible note
|
| Amount: | $6 million
|
| Maturity: | Three years (may be extended by up to two years)
|
| Coupon: | 9.25%
|
| Price: | Par
|
| Yield: | 9.25%
|
| Conversion price: | $1.8781
|
| Warrants: | Series A warrants for up to 1,597,331 shares; series B warrants for up to 798,665 shares; series C warrants for up to 798,665 shares
|
| Warrant expiration: | For series A, B and C warrants, earlier of nine years after issuance and seven years after a registration statement is declared effective; for series D warrants, earlier of note maturity date and repayment of note
|
| Warrant strike price: | $1.8781 for series A and D; $2.50 for series B and $3.00 for series C
|
| Agent: | Wharton Capital Partners
|
| Stock symbol: | OTCBB: AMNT
|
| Stock price: | $2.07 at close Aug. 31
|
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