Company revises price-per-share of stock and conversion price of notes
By Devika Patel
Knoxville, Tenn., April 22 – OneRoof Energy Group, Inc. said it has revised the terms of a private placement of stock with Black Coral Capital, LLC and a $19.3 million private placement of 10% 43-month convertible notes. The deals priced on April 20 and the stock sale has been reduced to C$3 million from C$3.71 million.
Of the convertibles proceeds, $16.56 million is being raised by extinguishing debt owed to Black Coral and Spindrift Equities, LLC and $2.47 million of the convertibles will be issued as consideration for OneRoof’s purchase of Black Coral’s equity interest in the company’s first tax equity fund.
The company will now sell the common shares to Black Coral at C$0.095 per share, increased from C$0.08 per share. The price per share is identical to the April 20 closing share price, the company said in a press release on Wednesday.
The note now converts to common stock at C$0.095 per share in the first year and at C$0.10 per share after the first year, revised from the original conversion price of C$0.08 per share. The conversion prices are 18.75% and 25% premiums to the April 17 closing share price of C$0.08.
Proceeds will be used for general working capital purposes, including general and administrative expenses, IT development and investments in solar projects.
The solar services provider is based in San Diego.
| Issuer: | OneRoof Energy Group, Inc.
|
| Issue: | Convertible notes, common stock
|
| Warrants: | No
|
| Pricing date: | April 20
|
| Revised: | April 22
|
| Stock symbol: | TSX Venture: ON
|
| Stock price: | C$0.08 at close April 17
|
| Market capitalization: | C$2.72 million
|
|
|
| Convertibles
|
| Amount: | $19,296,979 (including repayment of $16,556,979 of debt)
|
| Maturity: | 43 months
|
| Coupon: | 10%
|
| Conversion price: | C$0.095 in the first year, C$0.10 after the first year
|
| Conversion premium: | 18.75%, 25%
|
| Call: | After six months
|
| Investors: | Black Coral and Spindrift Equities, LLC
|
|
|
| Shares
|
| Amount: | C$3 million
|
| Price: | C$0.095
|
| Investor: | Black Coral Capital, LLC
|
|
|
|
|
|
|
© 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.
