By Devika Patel
Knoxville, Tenn., June 17 - ICP Solar Technologies Inc. gave more details about a $3.3 million private placement of senior convertible debentures in an 8-K filed Tuesday with the Securities and Exchange Commission. The deal was announced as a $3.3 million offering on June 11 and settled June 13.
The company sold 11% senior secured convertible debentures at a 10% discount. The debentures have a face value of $3.3 million and mature on June 13, 2010. Interest is payable monthly.
The debentures are convertible into common shares at an initial conversion price of $0.50.
Investors also received 6,666,666 series A warrants, exercisable at $0.50 for six years, 6,666,666 series B purchase warrants, exercisable at $1.00 for six years, and 6,666,666 in series C purchase warrants, exercisable at $1.00 for six years, but only after all of the series B warrants have been exercised.
The debentures are secured by a first lien on all of the company's assets.
The investment was led by BridgePointe Master Fund Ltd. and managed by Roswell Capital Partners.
Proceeds will be used toward working capital and to continue to expand the company's proprietary portfolio of solar products, patents, trademarks and their distribution channels. A portion of the proceeds also will be used to pay off the company's credit facility with Royal Bank of Canada.
Montreal-based ICP develops solar cell-based products and building materials.
Issuer: | ICP Solar Technologies Inc.
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Issue: | Senior secured convertible debentures
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Amount: | $3,333,333
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Maturity: | June 13, 2010
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Coupon: | 11%
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Price: | 90
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Conversion price: | $0.50
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Warrants: | 6,666,666 series A warrants, 6,666,666 series B warrants and 6,666,666 series C warrants
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Warrant expiration: | Six years
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Warrant strike price: | $0.50 (series A), $1.00 (series B and C)
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Agent: | BridgePointe Master Fund Ltd. (lead)
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Settlement date: | June 13
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Stock symbol: | OTCBB: ICPR
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Stock price: | $0.66 at close June 13
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