Hi Everyone,
I am very interested in comments on the following. I was wondering what happened to and what was the history of those 5 convertible notes in the amount of $900,000 that were on all the 3B’s for some time and have now been redeemed.
JOURNEY OF THESE CONVERTIBLE NOTES
ANNOUNCEMENT 22/5/2016
$1 MILLION IN 6 x CONVERTIBLE NOTES
$1 million in Notes have been issued on the following terms:
- Term: 18 months and can be converted at anytime
- Coupon: 8% per annum paid quarterly basis
- Conversion price: $0.30 for ordinary shares with anti-dilution provisions
- With a 3 for 5 attaching option, with an exercise price of $0.30 and 12 month expiry from issue.
These were placed with Sophisticated Investors as part of a larger placement announced on 22nd May 2015
ANNOUNCEMENT 16/6/2016
$100,00O NOTE IS CONVERTED AND 333,333 SHARES ISSUED AS DISCLOSED ON THE 3B.
So one of the notes is redeemed at 30 cents per share. Fine.
ANNOUNCEMENT 14/9/2016
In the EGM details the Convertible notes are put up for approval by shareholders.
Convertible Note Agreements (Resolutions 8 to 10)
As announced to the ASX on 22 May 2015, the Company has raised $1 million
Through the issue of Convertible Notes, pursuant to a number of Convertible Note
Agreements.
The Convertible Notes were issued on the following terms:
any time by the Noteholder;
- each Convertible Note has a term of 18 months and can be converted at
must be paid quarterly;
- a coupon rate of 8% per annum applies to the Convertible Notes, which
for every $5.00 worth of Convertible Notes, the Noteholder will be entitled
- a conversion price of $0.30 applies to each Convertible Note; and
to 10 free attaching Options, with an exercise price of $0.30, expiring 12
months from the date of issue.
Resolution 8 seeks subsequent Shareholder approval for the issue of 5
Convertible Notes and the issue of 3,000,000 Shares, being the maximum
number of Shares that may be issued on conversion of the Convertible Notes (on
the basis that 1 Convertible Note worth $100,000 has already been converted into
333,333 Shares as contemplated by Resolution 10).
ANNOUNCEMENT 15/10/2016
Resolution all approved
So then the Notes continue to appear on all the 3B’s as 5 convertible notes with a combined value of $900,000.
THEN THE COA DECISION 21ST MARCH.
Share price falls to levels between 12cents and 20 cents.
$900,000 worth of notes converted at 30 cents = 3 million shares at 12- 20 cents = $360,000 to $600,000 so upside down at this point.
ANNOUNCEMENT 28th APRIL3B
$150,000 of the notes are redeemed but at 18 cents per share NOT 30 cents. Shares issued 833,333 to repay $150,000 note
Column 1 0
Ordinary shares issued as a result of the conversion of a $150,000 convertible note at a conversion price of 18 cents per share
ANNOUNCEMENT 29th July 2016
Issue of 4,166,668 in payment of $750,000 notes at conversion price of 18 cents
Column 1 0 Ordinary shares issued as a result of the conversion of four convertible notes totalling $750,000 at a conversion price of $0.18 per share.
So we have issued 5 million shares to settle these $900,000 worth of notes .The shareholders only authorised a MAXMUM of 3,000,000 shares to be issued at the EGM on 15 oct 2015.
When was the conversion price changed?
When the conversion price was changed and terms of the notes altered that Incor held (37 cents to 31 cents) we were given an announcement explaining it in terms of release of security and the deal was subsequently approved by shareholders at a meeting on 12th May 2016
I have been through every announcement and can’t see where any disclosure has been made that the terms of these notes have been altered. Happy for someone to correct me.
What was the commercial benefit of changing these note terms?
Cheers
DJM
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