Company also issues 954,988 shares, warrants for 2.63 million shares
By Toni Weeks
San Luis Obispo, Calif., Feb. 12 – Loton Corp. completed private placements of warrants, units, stock and promissory notes in November and December, raising $575,000 from the units sale and $1.24 million from the promissory notes, according to an 8-K filed Thursday with the Securities and Exchange Commission.
The company issued warrants for 2,625,000 shares on Dec. 1 with eight investors. The warrants are exercisable at $0.01 each for four years.
Loton also raised $575,000 by selling 575,000 units of one common share and a warrant at $1.00 per unit, with 325,000 units issued on Nov. 18 and 250,000 issued on Dec. 22. Each warrant is exercisable for four years at $0.01 per share.
The company also said that on Dec. 29 it issued 954,988 of its shares at a price of $0.50 to settle outstanding debts for legal services previously rendered.
On Dec. 31, the company negotiated a $242,498 senior promissory note due June 30, 2016. The note accrues interest at 6% per year.
Finally, the company entered into a $1 million 6% senior convertible promissory note, also on Dec. 31, with investor Trinidad Capital Master Fund. Of that amount, $700,000 has already been advanced to the company, and the remainder may be advanced until maturity.
Under the initial agreement, the note was to expire on Dec. 31, 2015, but the company extended the date to June 30, 2016 on Jan. 27.
The note was initially negotiated to be convertible into common shares if the company completed an equity financing of at least $5 million. The conversion price was to be equal to 90% of the average per-share price in the financing. On Jan. 27, however, the conversion price was amended to be equal to the per-share price paid in the equity financing. And on Feb. 5, the company and Trinidad amended the convertible note, effective Dec. 31, so that the convertible feature of the note was eliminated entirely.
Loton is a Beverly Hills, Calif.-based provider of 3D rendering, animation, and architectural visualization services.
| Issuer: | Loton Corp.
|
| Issue: | Warrants, units of 1 share plus 1 warrant, common stock, promissory notes
|
| Announcement date: | Feb. 11
|
| Stock symbol: | OTCBB: LTNR
|
| Stock price: | $4.50 at close Feb. 10
|
| Market capitalization: | $178.34 million
|
|
|
| Warrant agreement
|
| Warrants: | For 2,625,000 shares
|
| Warrant expiration: | Four years
|
| Warrant strike price: | $0.01
|
| Pricing date: | Dec. 1
|
|
|
| Units
|
| Amount: | $575,000
|
| Units: | 575,000
|
| Price: | $1.00
|
| Warrant expiration: | Four years
|
| Warrant strike price: | $0.01
|
| Pricing date: | Nov. 17 (for $325,000); Dec. 19 (for $250,000)
|
| Settlement date: | Nov. 18 (for $325,000); Dec. 22 (for $250,000)
|
|
|
| Stock
|
| Amount: | $477,494
|
| Shares: | 954,988
|
| Price: | $0.50
|
| Settlement date: | Dec. 29
|
|
|
| Senior promissory note
|
| Amount: | $242,498
|
| Interest: | 6%
|
| Maturity: | June 30, 2016
|
| Settlement date: | Dec. 31
|
|
|
| Convertible promissory note
|
| Amount: | $1 million
|
| Interest: | 6%
|
| Maturity: | June 30, 2016
|
| Investor: | Trinity Capital Master Fund
|
| Pricing date: | Dec. 31
|
| Amended: | Jan. 27 and Feb. 5
|
|
|
© 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.
