Investor will also receive up to $6.24 million convertible preferreds
By Angela McDaniels
Tacoma, Wash., Sept. 18 - MedPro Safety Products, Inc. will sell up to $4.24 million of series D senior secured promissory notes to Vision Opportunity Master Fund, Ltd. under a line of credit that expires Aug. 31, 2013.
Vision made an initial $727,000 draw on Sept. 12. It may make additional drawdowns on the last day of each calendar month in specific monthly amounts. The next scheduled drawdown is for $662,000 on Sept. 30.
Interest on the notes is payable on their maturity date, Dec. 31, 2013, according to an 8-K filing with the Securities and Exchange Commission.
The notes are prepayable at any time subject to a minimum of $100,000 notes.
The company may sell up to $1.8 million of additional senior secured promissory notes to other investors reasonably acceptable to Vision. If additional lenders participate in the credit line, the company will be able to draw up to $6.04 million through Aug. 31, 2013.
Convertible preferreds
In consideration for entering into the line of credit, the company agreed to issue up to 124,725 shares of new series D convertible preferred stock to Vision. Additional convertibles could be issued if additional lenders participate in the credit line.
The convertibles will be issued in conjunction with each drawdown. The number of convertibles will be equal to the amount borrowed by the company multiplied by 0.0225.
In addition, Vision will have the right to receive 7,500 convertibles on Sept. 12, 11,250 convertibles on Oct. 31 and 11,250 convertibles on Dec. 31 regardless of whether it lends any amount on those dates.
The total number of convertibles issued to Vision on Sept. 12 was 23,858.
The convertibles have a liquidation preference of $50.00 each. The conversion price is $3.00 per share of common stock. This is a 173% premium over the company's $1.10 closing share price on Sept. 11.
Beginning 18 months after issuance, the holders of at least 51% of the convertibles have the right to put them back to the company at par.
MedPro makes medical device safety products incorporating proprietary needlestick prevention technologies and is based in Lexington, Ky.
| Issuer: | MedPro Safety Products, Inc.
|
| Issue: | Line of credit
|
| Amount: | Up to $4,235,000, expandable to $6,035,000 with addition of more investors
|
| Expiration: | Aug. 31, 2013
|
| Warrants: | No
|
| Investor: | Vision Opportunity Master Fund, Ltd.
|
| Pricing date: | Sept. 12
|
| Settlement date: | Sept. 12 (for $727,000)
|
| Stock symbol: | OTCBB: MPSP
|
| Stock price: | $1.10 at close Sept. 11
|
| Market capitalization: | $11.61 million
|
|
|
| Notes
|
| Issue: | Series D senior secured promissory notes
|
| Maturity: | Dec. 31, 2013
|
| Coupon: | 10%, payable at maturity
|
| Price: | Par
|
| Call option: | At any time subject to minimum of $100,000 notes
|
|
|
| Convertible preferreds
|
| Issue: | Series D convertible preferred stock
|
| Amount: | Up to $6,236,250
|
| Shares: | Up to 124,725
|
| Liquidation preference: | $50.00
|
| Conversion price: | $3.00 per share of common stock
|
| Put option: | At par upon the request of holders of at least 51% of outstanding amount beginning 18 months after issuance
|
© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere.
For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.
