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Republic Technologies Inc. Announces Up to US$100 Million Proposed Secured Convertible Note Facility Financing
Newsfileยท 2025-10-20 13:20
Core Viewpoint - Republic Technologies Inc. is proposing a secured convertible note facility financing of up to US$100 million to support its blockchain-based attestation platform and validator infrastructure [1][11]. Financing Details - The proposed facility will feature an initial tranche of US$10 million, with a term of 24 months, bearing 0% interest and including a 10% original issue discount [2][11]. - The facility will be secured by a fixed number of ETH as collateral, valued at US$12 million based on the ETH/USD reference price at the time of the first drawdown [2][11]. - Convertible notes can be converted into common shares at the closing price on the trading day prior to conversion, subject to CSE policies [2][11]. Drawdown Structure - The first drawdown will consist of a US$10 million convertible note, with up to 28 million common share purchase warrants issued to the investor, exercisable at C$0.50 per share for five years [4][11]. - Subsequent drawdowns are expected to comprise US$5 million convertible notes, contingent on specific conditions including the outstanding principal balance and regulatory filings [7][11]. - Top-Up Tranches may be issued to purchase ETH until the collateral meets the specified target [8][11]. Closing and Regulatory Conditions - The closing for the first drawdown is anticipated around October 24, 2025, subject to customary conditions including CSE approval and execution of definitive agreements [5][11]. - All securities issued will be subject to a statutory hold period of four months plus one day in accordance with Canadian securities laws [6][11]. Use of Proceeds - The net proceeds from the financing are intended for acquiring ETH to support the company's validator infrastructure and attestation services, with remaining funds allocated for general working capital [11]. Company Overview - Republic Technologies Inc. is a publicly traded technology company focused on integrating Ethereum infrastructure into the global economy, operating proprietary validator and attestation networks [13].