Canadian fintech Katipult announced earlier this week it intends to complete a non-brokered private placement of unsecured convertible debentures in the principal amount of up to C$3 million. According to Katipult, interest on the Debentures will accrue at a rate of 8.5%, subject to adjustments, compounded quarterly until redeemed or converted in accordance with the terms of the Debentures. The company reported
“From and after the date of issue of the Debentures, the outstanding principal under the Debentures will be convertible, at the option of the holder, into common shares of the Company at a conversion price of $0.51 per Common Shares. At the election of the Debenture holder, all or a portion of the Interest accrued on the Debentures may, subject to the approval of the Exchange, be converted into Common Shares at a conversion price equal to the volume weighted average closing price of the Common Shares on the Exchange for the immediately preceding ten (10) trading days.”
Katipult reported that it has the option to convert all outstanding Principal into Common Shares at the Principal Conversion Price and to convert all accrued Interest under the Debentures into Common Shares at the Interest Conversion Price. Katipult also has the right to repay the Principal at any time in cash and accrued Interest in Common Shares. The company stated that in the event the Debentures have not been converted or redeemed within five years from the date of issue, the Debenture holder may call the Debenture by providing Katipult with twelve months’ written notice, after which, if a Forced Conversion has not occurred on the date that is twelve months from the Notice Date, the total Principal will be due and payable by the company in cash and the Interest under the Debentures accrued as of the Retraction Deadline will be converted into Common Shares at the Interest Conversion Price calculated from the date the Principal is repaid.
Katipult intends to use the proceeds from the Private Placement to execute its sales and marketing strategy and for general working capital. The company added:
“Closing of the Private Placement is subject to all necessary regulatory and stock exchange approvals and execution of final documentation. All securities issued in connection with the Private Placement will be subject to a four-month hold period from the date of issue under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada. No finder’s fees, broker’s fees and/or commissions will be paid in connection with the Private Placement. Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.”