Deal sells convertibles with five-year warrants for 13,333,333 shares
By Devika Patel
Knoxville, Tenn., Dec. 1 – Youngevity International, Inc. settled a $37,500 final tranche of a $7.19 million private placement of senior secured convertible notes on Nov. 25, according to an 8-K filed Tuesday with the Securities and Exchange Commission. The deal was conducted on a best-efforts basis and priced for $10 million. The offering took in $3.15 million on Oct. 13 and $4 million on Oct. 26.
The 8% notes, which mature in three years, will initially be convertible into a total of 20,535,714 common shares at $0.35 per share. The initial tranche of notes is convertible into 9 million shares, with the second tranche of notes convertible into 11,428,571 shares and the third tranche convertible into 107,143 shares. The company may prepay the notes at 110 after one year.
The investors also received warrants for 9,583,334 common shares, with warrants for 4.2 million shares issued in the initial tranche and warrants for 5,333,334 shares issued in the second tranche and warrants for 50,000 shares issued in the third tranche, which are each exercisable at $0.45 for five years.
The strike price is a 45.16% premium to the Oct. 12 closing share price of $0.31. The conversion price is a 12.9% premium to that price.
Proceeds will be used as working capital.
The coffee company is based in Chula Vista, Calif.
| Issuer: | Youngevity International, Inc.
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| Issue: | Senior secured convertible notes
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| Amount: | $7,187,500
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| Maturity: | Three years
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| Coupon: | 8%
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| Conversion price: | $0.35
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| Conversion premium: | 12.9%
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| Conversion ratio: | Into a total of 20,535,714 shares
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| Call option: | At 110 after one year
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| Warrants: | For 9,583,334 shares
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| Warrant expiration: | Five years
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| Warrant strike price: | $0.45
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| Settlement date: | Oct. 13 (for $3.15 million), Oct. 26 (for $4 million), Nov. 25 (for $37,500)
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| Stock symbol: | OTCBB: YGYI
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| Stock price: | $0.31 at close Oct. 12
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| Market capitalization: | $117.35 million
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