Company also issues $11.32 million convertibles in exchange for debt
By Angela McDaniels
Tacoma, Wash., Feb. 8 – OneRoof Energy, Inc. sold $1 million of secured convertible notes to Spindrift Equities LLC and another $2.5 million of convertibles to Black Coral Capital LLC.
Spindrift purchased the convertibles under a private placement that priced Jan. 29.
Black Coral has agreed to purchase up to $20 million of the convertibles. It bought $6 million of convertibles on Jan. 20. The latest purchase brings the total amount purchased by Black Coral so far to $8.5 million.
The company also issued $9,267,697 and $2,057,438 of the convertibles in exchange for equal amounts of existing debt owed to Black Coral and Spindrift, respectively.
The 43-month notes are convertible into common stock at C$0.055 per share in the first year and at C$0.10 after that.
The conversion prices are an 8.33% discount and a 66.67% premium, respectively, to the Jan. 19 closing share price of C$0.06.
In addition, the company amended the conversion price of some convertible notes previously issued to Black Coral and Spindrift in the principal amounts of $3,155,551 and $16,025,999, respectively, from C$0.095 to C$0.055. The conversion price of C$0.055 will apply for one year, after which time the conversion price will increase to C$0.10.
Proceeds will be used for general working capital purposes.
The issuer is a subsidiary of OneRoof Energy Group, Inc., a residential solar services provider based in San Diego.
| Issuer: | OneRoof Energy, Inc.
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| Issue: | Secured convertible notes
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| Amount: | $9.5 million
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| Conversion price: | C$0.055 for the first year, C$0.10 after that
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| Warrants: | No
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| Investors: | Spindrift Equities LLC (for $1 million) and Black Coral Capital LLC (for $8.5 million)
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| Settlement dates: | Jan. 20 (for $6 million) and Feb. 8 for $2.5 million
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| Stock symbol: | TSX Venture: ON
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| Stock price: | C$0.05 at close Jan. 28
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| Market capitalization: | C$7 million
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