By Devika Patel
Knoxville, Tenn., Aug. 7 - Oceanlake Commerce Inc. said it will try to raise up to C$10 million by selling 8% convertible debentures on a best efforts basis.
The debentures mature in three years.
The debentures will be convertible into common shares at the holder's option at any time prior to maturity at a conversion price of C$0.25 in the first year, C$0.40 in the second year and C$0.60 in the third year.
If the company's common shares trade at a weighted average of 25,000 common shares per day for 20 consecutive days during the life of the debentures at or certain closing prices, the debentures will be automatically converted into common shares at the applicable conversion price.
The closing prices for automatic conversion are as follows: C$0.30 within the first year, C$0.50 in the second year and C$0.78 in the third year.
Investors also will receive warrants, which are exercisable for two years at C$0.25 for the first eight months, C$0.40 for the next eight months and C$0.60 for the final eight months.
The number of warrants is calculated based on the applicable exercise price and the full amount of the debenture, resulting in a total of 10 million warrants exercisable during the first eight months after closing, reduced to 6.25 million warrants for the next eight months and a further reduction to 4,166,667 warrants for the final eight months.
Kingsdale Capital Markets Inc. is the agent.
Toronto's OceanLake Commerce provides mobile enabling products that meet the mobile connectivity requirements of service providers and telecommunication carriers, content owners and developers.
| Issuer: | Oceanlake Commerce Inc.
|
| Issue: | Convertible debentures
|
| Amount: | C$10 million
|
| Maturity: | Three years
|
| Coupon: | 8%
|
| Price: | Par
|
| Yield: | 8%
|
| Conversion price: | C$0.30 in the first year, C$0.50 in the second year and C$0.78 in the third year
|
| Warrants: | 10 million
|
| Warrant expiration: | Eight months (for 3.75 million warrants), 16 months (for 2,083,333 warrants), two years (for 4,166,667 warrants)
|
| Warrant strike price: | C$0.25 for the first eight months, C$0.40 for the next eight months and C$0.60 for the final eight months
|
| Agent: | Kingsdale Capital Markets Inc.
|
| Pricing date: | Aug. 7
|
| Stock symbol: | TSX Venture: OLI
|
| Stock price: | C$0.11 at close Aug. 7
|
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