Ventripoint Announces Closing of First Tranche of Non-Brokered Convertible Debenture Unit Private Placement

Executive Summary

• Ventripoint Diagnostics Ltd. announced the closing of its previously announced non-brokered private placement of unsecured convertible debenture units.
• The company issued 270 units, raising aggregate gross proceeds of $270,000.
• The offering is classified as a related party transaction, with insiders subscribing for $105,000 of the units.

Key Details

• Total Proceeds: $270,000 from the issuance of 270 Units.
• Unit Structure: Each Unit consists of:
  • One unsecured convertible debenture with a principal amount of $1,000.
  • 9,000 common share purchase warrants.
• Debenture Terms:
  • Conversion Price: $0.11 per Common Share.
  • Maturity Date: December 31, 2027.
  • Interest Rate: 10% per annum, payable semi-annually in arrears.
  • Interest Payment Option: Payable in cash or, at the Corporation's option, by issuing Common Shares at a 20-day Volume Weighted Average Price (VWAP) market price, subject to Exchange approval.
• Warrant Terms:
  • Exercise Price: $0.14 per Common Share.
  • Entitlement: One warrant entitles the holder to purchase one Common Share.
  • Expiration Date: December 31, 2027.
• Use of Proceeds: Funding operational costs related to sales and marketing, hiring additional key personnel, and general working capital purposes.
• Hold Period: All securities are subject to a hold period of four months plus one day from the date of closing.
• Related Party Transaction: Insiders subscribed for an aggregate of $105,000 of Units. The Corporation relied on exemptions from valuation and minority shareholder approval requirements under Multilateral Instrument 61-101.
• Regulatory Status: Subject to final approval by the TSX Venture Exchange.

Notable Quotes

• No direct quotes from the CEO or President were included in the release.