Convertibles have 18-month term, 25% call premium and pay 6% interest
By Angela McDaniels
Tacoma, Wash., May 23 - Guided Therapeutics, Inc. issued the final $2 million principal amount of 6% 18-month senior convertible notes to Magna Group affiliate Hanover Holdings I, LLC under a private placement arranged in April.
On April 23, the investor purchased $1.5 million principal amount of convertibles for $1 million. The latest $2 million principal amount of convertibles sold at par. The total principal amount of convertibles sold in the placement is $3.5 million, and the total proceeds are $3 million.
The notes become convertible into common stock after the earlier of six months from issuance or the effectiveness of the resale registration statement for the shares that underlie the notes.
The conversion price is the lesser of $0.55 per share and a discount from the lowest daily volume-weighted average price of the stock in the five trading days preceding conversion. The discount is 20% if the conversion takes place prior to Dec. 19, 2014 and 25% if after that date.
The $0.55 cap on the conversion price is a 17% premium to the company's $0.47 closing share price on April 22.
The notes are callable at a 25% premium.
Etico Capital acted as agent.
The investor was paid a 5% commitment fee in the form of 321,820 shares.
Proceeds will be used for general corporate purposes.
The medical technology company is based in Norcross, Ga.
| Issuer: | Guided Therapeutics, Inc.
|
| Issue: | Senior convertible notes
|
| Principal amount: | $3.5 million
|
| Proceeds: | $3 million
|
| Maturity: | 18 months
|
| Coupon: | 6%
|
| Price: | 66.7% of par for first tranche; par for second tranche
|
| Conversion price: | Lesser of $0.55 per share and discount from lowest daily volume-weighted average price of stock in five trading days preceding conversion; discount is 20% if conversion takes place prior to Dec. 19, 2014 and 25% if after that date
|
| Call option: | At a 25% premium
|
| Warrants: | No
|
| Agent: | Etico Capital
|
| Investor: | Hanover Holdings I, LLC
|
| Fees: | 5%, or 321,820 shares
|
| Settlement dates: | April 23 (for $1.5 million); May 23 (for $2 million)
|
| Stock symbol: | OTCBB: GTHP
|
| Stock price: | $0.47 at close April 22
|
| Market capitalization: | $34.79 million
|
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