Convertible Debenture Financing
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Bell Copper Announces Non-Brokered Convertible Debenture Financing with Crescat Capital LLC
TMX Newsfile· 2026-03-06 12:44
Core Viewpoint - Bell Copper Corporation has announced a non-brokered financing of $2,052,000 through secured convertible debentures, arranged by Crescat Portfolio Management LLC, aimed at supporting its exploration efforts at the Big Sandy Porphyry Copper Project [1][8]. Financing Details - The financing involves the issuance of secured convertible debentures with a principal sum convertible into common shares at C$0.06 per share for the first year and C$0.10 thereafter, valid for five years [2]. - The debentures will bear an interest rate of 10% per annum, compounded annually, with no prepayment privileges [3]. - Accompanying the debentures are 34,200,000 detachable common share purchase warrants, allowing the purchase of shares at C$0.15 each for five years [4]. Conversion and Shareholder Approval - Holders of the debentures can convert accrued interest into shares at the last closing price before conversion notice, subject to TSX Venture Exchange approval [5]. - The company must call a shareholder meeting within 75 days of Crescat's request to seek approval for the creation of a new Control Person [5]. Put Right and Security Agreement - Debenture holders have a put right to require the company to repay the principal plus accrued interest after the second anniversary of issuance [6]. - The debentures will be secured by a general security agreement over all of Bell's personal property, ensuring Crescat's priority in case of default [7]. Use of Proceeds - Funds raised will be allocated to ongoing drilling and exploration at the Big Sandy Porphyry Copper Project and for general working capital [8]. Related-Party Transaction - The purchase of debentures by Crescat is classified as a related-party transaction but is exempt from formal valuation and minority approval requirements, as it does not exceed 25% of the company's market capitalization [9]. Company Overview - Bell Copper is focused on the exploration and discovery of large copper deposits in Arizona, particularly at the Big Sandy and Perseverance Porphyry Copper Projects [13].
SHARC Energy Announces $2.0M Convertible Debenture Financing With 25% Greenshoe
Globenewswire· 2026-02-17 23:50
Core Viewpoint - SHARC International Systems Inc. is planning a non-brokered private placement of unsecured convertible debentures with a principal amount of up to $2,000,000, potentially raising total proceeds of $2,500,000 if the over-allotment option is fully exercised [1][2]. Group 1: Offering Details - The offering includes an over-allotment option of up to 25%, equating to an additional $500,000, leading to total gross proceeds of $2,500,000 if fully exercised [2]. - The debentures will have an interest rate of 8.0% per annum, maturing three years from issuance, and will be convertible into common shares at a price of $0.125 per share [3]. - Proceeds from the offering will be used for working capital to fulfill the company's sales order backlog [4]. Group 2: Company Information - SHARC International Systems Inc. specializes in energy recovery from wastewater, providing energy-efficient systems for heating, cooling, and hot water production for various types of buildings [8]. - The company is publicly traded in Canada (CSE: SHRC), the United States (OTCQB: INTWF), and Germany (Frankfurt: IWIA) [9]. Group 3: Management Changes - Lynn Mueller has been appointed as Vice President of Business Development [9]. - Hanspaul Pannu has vacated the title of Chief Operating Officer but will continue as Chief Financial Officer and Corporate Secretary [10].
Prostar Announces Closing of Convertible Debenture Financing
Globenewswire· 2026-02-13 23:15
Core Viewpoint - ProStar Holdings Inc. has successfully closed a non-brokered private placement of secured convertible debentures totaling US$675,000, aimed at supporting its operations and growth initiatives [1][6]. Financing Details - The convertible debentures carry an interest rate of 12.5% per annum and will mature 24 months from issuance [2]. - Each debenture can be converted into units at a price of US$0.10 per unit, with each unit consisting of one common share and one-half of a common share purchase warrant [2][3]. - The full warrant allows the purchase of one common share at US$0.14 for five years from the closing date [3]. Trigger Events - The principal amount of the convertible debentures will automatically convert into units if the company achieves US$2,000,000 in booked Annual Recurring Revenue (ARR) in 2026 or US$2,500,000 in ARR in 2027 [4]. Interest Settlement - Debenture holders can choose to settle accrued interest in cash or common shares, with the latter subject to market price at the time of payment [5]. Security and Use of Proceeds - The convertible debentures are secured by a first-ranking security interest over all present and future assets of the company [6]. - Proceeds from the offering will be used for general corporate purposes [6]. Regulatory Compliance - The offering is subject to TSX Venture Exchange approval and a four-month hold period under Canadian securities laws [7]. Related Party Transactions - Wayne Moore, a director, acquired US$500,000 of the convertible debentures, increasing his total ownership to approximately 12.79% on a partially diluted basis [8][10]. - Other directors also participated in the offering, which is classified as a related party transaction but is exempt from certain regulatory requirements [13]. Company Overview - ProStar is a provider of geospatial intelligence technologies, focusing on mapping and managing critical infrastructure through its PointMan and LinQD products [14][15]. - The company serves a diverse global customer base, including Fortune 500 companies and government entities, and has established strategic alliances to enhance its market position [16]. - ProStar holds 16 patents in the U.S. and Canada, reinforcing its leadership in precision mapping technologies [17].
Prostar Announces Upsizing of Convertible Debenture Financing
Globenewswire· 2026-01-28 23:15
Core Viewpoint - ProStar Holdings Inc. has increased its non-brokered private placement of secured convertible debentures from US$500,000 to US$675,000, aimed at supporting its operations and growth initiatives [1][6]. Group 1: Offering Details - The convertible debentures will carry an interest rate of 12.5% per annum and will mature 24 months after issuance [2]. - Each debenture can be converted into units at a price of US$0.10 per unit, with each unit consisting of one common share and one-half of a common share purchase warrant [2][3]. - The full warrant allows the holder to purchase one common share at US$0.14 for five years from the closing date of the offering [3]. Group 2: Trigger Events and Conversion - The principal amount of the convertible debentures will automatically convert into units if the company achieves US$2,000,000 in booked Annual Recurring Revenue (ARR) in 2026 or US$2,500,000 in ARR in 2027 [4]. - Upon conversion or maturity, the company can settle accrued interest in cash or through the issuance of common shares, subject to TSX Venture Exchange approval [5]. Group 3: Security and Use of Proceeds - The convertible debentures will be secured by a first-ranking security interest over all present and future assets of the company [6]. - The net proceeds from the offering are intended for general corporate purposes [6]. Group 4: Related Party Participation - Certain directors of the company plan to participate in the offering, which is classified as a related party transaction under Multilateral Instrument 61-101 [8]. Group 5: Company Overview - ProStar Geocorp specializes in geospatial intelligence technologies, aiming to set the global standard for mapping and managing critical infrastructure [9]. - The company's flagship products, PointMan and LinQD, enhance the accuracy and efficiency of infrastructure mapping and management [10]. - ProStar has a diverse customer base, including Fortune 500 companies and government entities, and has established strategic alliances with global technology leaders [11].
ProStar Announces Convertible Debenture Financing
Globenewswire· 2026-01-16 13:00
Core Viewpoint - ProStar Holdings Inc. is initiating a non-brokered private placement of secured convertible debentures amounting to up to US$500,000, aimed at enhancing its financial position and supporting corporate purposes [1][6]. Group 1: Offering Details - The convertible debentures will carry an interest rate of 12.5% per annum and will mature 24 months after issuance [2]. - Each debenture can be converted into units at a price of US$0.10 per unit, with each unit consisting of one common share and one-half of a common share purchase warrant [2][3]. - The full warrant allows the purchase of one common share at US$0.14 for five years from the closing date of the offering [3]. Group 2: Trigger Events and Conversion - The principal amount of the convertible debentures will automatically convert into units if the company achieves US$2,000,000 in booked Annual Recurring Revenue (ARR) in 2026 or US$2,500,000 in ARR in 2027 [4]. - Upon conversion or maturity, the company may settle accrued interest in cash or common shares, subject to TSX Venture Exchange approval [5]. Group 3: Security and Use of Proceeds - The convertible debentures will be secured by a first-ranking security interest over all present and after-acquired property and assets of the company [6]. - Proceeds from the offering are intended for general corporate purposes [6]. Group 4: Related Party Transaction - A director of the company plans to participate fully in the offering, which is classified as a related party transaction under Multilateral Instrument 61-101 [8]. Group 5: Company Overview - ProStar Geocorp specializes in geospatial intelligence technologies, aiming to set a global standard for mapping and managing critical infrastructure [9]. - The company offers a Software-as-a-Service (SaaS) solution and an enterprise integration platform, enhancing the management of critical infrastructure assets [10]. - ProStar's customer base includes Fortune 500 companies, construction firms, utilities, and government departments, supported by strategic alliances with global technology leaders [11].
Norsemont Announces First Tranche Closing of Convertible Debenture Financing
Thenewswire· 2025-12-22 01:10
Core Viewpoint - Norsemont Mining Inc. has successfully closed the first tranche of its non-brokered private placement, raising US$7,529,000 (approximately CAD$10,375,715) through the issuance of unsecured convertible debenture units and warrants, which will support its upcoming drill program and production strategy for the Choquelimpie project [1][2]. Financing Details - The first tranche of the Offering involved the issuance of US$7,529,000 in principal amount of Convertible Debentures and 6,035,258 Warrants, resulting in total gross proceeds of US$7,529,000 (approximately CAD$10,375,715) [1]. - The terms of the Offering have been amended to allow for gross proceeds of up to US$10,000,000 (approximately CAD$13,794,400), with a 30% over-allotment option [2]. Use of Proceeds - Proceeds from the Offering are intended for general working capital, mineral exploration, and advancing the Choquelimpie gold-silver-copper project [3]. Convertible Debenture Unit Structure - Each Convertible Debenture Unit consists of one convertible debenture with a principal amount of US$1,000, convertible into common shares at a price of CAD$0.86, and includes 802 transferable common share purchase warrants, each allowing the purchase of one common share at CAD$1.00 for three years [4]. - The Convertible Debentures carry an interest rate of 5.25% per annum and have a maturity date of three years from the closing date [4]. Project Overview - Norsemont Mining owns a 100% interest in the Choquelimpie project, which has an indicated mineral resource estimate of 1,731,000 gold ounces and 33,233,000 silver ounces, along with an inferred mineral resource of 446,000 gold ounces and 7,219,000 silver ounces [10]. - The Choquelimpie project is a past-producing mine with significant existing infrastructure, including roads, power, water, camp, and a 3,000-tonne-per-day mill [10].
Lion Copper and Gold Corp. Closes Oversubscribed US$2.7 Million Convertible Debenture Financing
Newsfile· 2025-11-07 01:44
Core Points - Lion Copper and Gold Corp. has successfully closed a non-brokered private placement of secured convertible debentures, raising gross proceeds of US$2,700,000 [1][2] Group 1: Debenture Financing Details - The debentures carry an interest rate of 12% per annum and will mature 12 months from issuance [2] - The principal amount can be converted into common shares at a price of US$0.0965 per share until November 6, 2026 [2] - The proceeds will be used for purchasing lands and associated mineral rights for projects in the Yerington area, with repayment secured against these assets [2] Group 2: Warrants Issued - For every US$0.0965 of principal amount subscribed, one detachable warrant was issued, totaling 27,979,274 warrants [3] - Each warrant allows the holder to acquire a common share at US$0.0965 until November 6, 2030 [3] Group 3: Related Party Transaction - An insider, Tony Alford, participated in the financing with a principal amount of US$1,400,000, constituting a related party transaction [4] - The company is relying on exemptions from formal valuation requirements as the securities issued do not exceed 25% of its market capitalization [4] Group 4: Shareholding Changes - Prior to the financing, Mr. Alford owned approximately 30.94% of the company's common shares [7] - After the financing, if all securities are exercised or converted, his ownership could increase to approximately 46.36% on a partially diluted basis [8] Group 5: Regulatory Compliance - All securities issued are subject to a four-month statutory hold period, expiring on March 7, 2026 [5] - The securities have not been registered under the U.S. Securities Act and cannot be sold in the U.S. without registration or exemption [6] Group 6: Company Overview - Lion Copper and Gold Corp. is advancing its flagship copper project in Yerington, Nevada, through an agreement with Nuton LLC, a Rio Tinto Venture [11]
SHARC Energy Announces Update on Convertible Debenture Financing
Globenewswire· 2025-08-02 03:00
Group 1 - SHARC International Systems Inc. plans to complete a non-brokered private placement of secured convertible debentures with a principal amount of up to $1,500,000 [1][2] - The debentures will bear an interest rate of 8.0% per annum and will mature 24 months from the issuance date, with an option for holders to extend the maturity by 12 months [2] - The proceeds from the offering will be used for working capital purposes, specifically for the shipment and delivery of SHARC and PIRANHA WET systems [3] Group 2 - The company may pay a finder's fee to eligible arm's length finders in accordance with applicable securities laws [4] - All securities issued will be subject to a statutory hold period of four months and one day following issuance [4] - The current offering replaces a previously announced offering that was cancelled [6] Group 3 - SHARC Energy is a leader in energy recovery from wastewater, providing energy-efficient systems for heating, cooling, and hot water production [7] - The company is publicly traded in Canada, the United States, and Germany [8]