Apologies habcos1, the announcement was made within the Explanatory Memorandum published on Splitit's website as a notice to shareholders
The last paragraph notes that in the event of an early termination trigger, there will be no floor price to the conversion of Covertible Notes and dilution may be significant. The early termination trigger will be pulled if shareholders vote 'yes' to the 'takeover' by Motive. Not only has the company been driven to go broke, but the shareholders have been sold out by the Board.
YOU WOULD HAVE TO BE SERIOUSLY CRAZY TO DEFEND THESE PEOPLE. AND THEY ARE PHONING SHAREHOLDERS TO GET THEM ON BOARD?????????????????
If Shareholders do not approve Resolution 1, the Company will not be able to call the Tranche 2 or Tranche 3 Note Amounts (a total of US$7,200,000) because it will not be able to issue the Tranche 2 and Tranche 3 Convertible Notes (respectively) within its current Placement Capacity.
If the Company is not able to call the Tranche 2 or Tranche 3 Note Amounts:
(i) the Company is unlikely to be able to obtain other, alternative financing on similarly favourable terms, or potentially at all, within the timeframes required;
(ii) the Company is projected to breach its existing debt covenants under the Goldman Sachs Warehouse Facility in the short term, which will adversely affect the ability of the Company to continue to operate and its ability to pursue and consummate any larger transformational financing; and
(iii) there will be a shortfall of funding for the Company’s continued business operations, which will likely adversely affect the ability of the Company to continue to operate in the short term.
While the Board considers that the Convertible Note financing is in the best interests of Shareholders and recommends that Shareholders vote in favour of Resolution 1, conversion of the Convertible Notes will dilute the shareholdings of existing Shareholders. In the event of an Early Conversion Trigger, a floor price will not apply to the conversion of the Tranche 2 Convertible Notes and Tranche 3 Convertible Notes and, depending on the outcome of Resolution 2, the Tranche 1 Convertible Notes. This means that the extent to which existing Shareholders’ shareholdings would be diluted on conversion of the Convertible Notes is uncertain and may, in certain circumstances, be significant
SPT Price at posting:
4.3¢ Sentiment: None Disclosure: Not Held