By Laura Lutz
Des Moines, Nov. 20 - New Design Cabinets, Inc. arranged three private placements for a total of $9.87 million, according to an 8-K filing with the Securities and Exchange Commission.
The first placement will consist of 2,666,794 common shares at $0.70 each for proceeds of $1.87 million. It also includes warrants for 1,333,396 shares, exercisable at $0.75 for five years.
In the second placement, MA Green, LLC will buy 7,142,857 series A preferred shares at $0.70 each. That placement will also include a warrant for 1,785,714 shares, exercisable at $0.75 for five years.
The manager of MA Green is Steven Magami, the chairman of New Design's board.
The third placement is a bridge financing. It will consist of $3 million of convertible promissory notes plus a warrant for one share for each $3.50 invested.
The notes mature in three months and bear interest at 10% per year. At maturity, investors will receive 130% of par plus accrued interest.
The promissory notes will be repaid early if New Design completes a PIPE financing with institutional investors for net proceeds of at least $25 million. At the earlier of maturity or the completion of such a financing, 110% of the principal amount of the notes will be convertible into common shares at the market value of the stock.
Beverly Hills, Calif.-based New Design just completed a share exchange with Stratos del Peru SAC. Before the share exchange, New Design had limited operations and was trying to become a custom cabinetry and wine-rack company. Since the merger, the company is operating as a sugarcane ethanol producer.
The company plans to change its name to "Stratos Renewables Corp." and change its ticker symbol by mid-December.
Proceeds of the placement will be used to repay debt, to complete feasibility studies and to complete the expansion of Stratos' current sugar mill in Northern Peru.
Stock
| Issuer: | New Design Cabinets, Inc.
|
| Issue: | Stock
|
| Amount: | $1,866,756.80
|
| Shares: | 2,666,794
|
| Price: | $0.70
|
| Warrants: | For 1,333,396 shares
|
| Warrant expiration: | Five years
|
| Warrant strike price: | $0.75
|
| Pricing date: | Nov. 14
|
| Stock symbol: | OTCBB: NDCB
|
| Stock price: | $1.51 at close Nov. 19
|
|
|
| Preferred stock
|
| Issuer: | New Design Cabinets, Inc.
|
| Issue: | Series A preferred stock
|
| Amount: | $5 million
|
| Shares: | 7,142,857
|
| Price: | $0.70
|
| Warrants: | For 1,785,714 shares
|
| Warrant expiration: | Five years
|
| Warrant strike price: | $0.75
|
| Investor: | MA Green, LLC
|
| Pricing date: | Nov. 14
|
| Stock symbol: | OTCBB: NDCB
|
| Stock price: | $1.51 at close Nov. 19
|
|
|
| Convertibles
|
| Issuer: | New Design Cabinets, Inc.
|
| Issue: | Convertible promissory notes
|
| Amount: | $3 million
|
| Maturity: | Three months
|
| Coupon: | 10%
|
| Price: | Par
|
| Yield: | 10%
|
| Conversion price: | 110% of principal at market value of common stock
|
| Warrants: | One for each $3.50 invested
|
| Warrant expiration: | Three years
|
| Warrant strike price: | $0.75
|
| Pricing date: | Nov. 14
|
| Stock symbol: | OTCBB: NDCB
|
| Stock price: | $1.51 at close Nov. 19
|
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