MONTREAL, Feb. 4, 2020 /CNW/ - Mondias Natural
Products Inc. (TSXV: NHP) (the "Company" or
"Mondias") specializing in evidence-based botanical products
for the healthcare and bio-agriculture markets, today announced
that it has closed its non-brokered financing of unsecured
convertible debentures in the principal amount of C$425,000 (the "Debentures").
The Company will use the proceeds to implement a digital
marketing campaign, launch new natural health products, further
pursue strategic partnerships and for general corporate
purposes.
The Debentures will mature on February 3,
2022 and bear interest at a rate of 10% per annum,
calculated and paid quarterly in arrears. The principal amount and
any accrued and unpaid interest on the Debentures may be
convertible into units (each, a "Unit"), at a price of
C$0.25 per Unit, with each Unit
comprised of one common share in the Company (each, a "Common
Share"), and one common share purchase warrant (each, a
"Warrant"). Each Warrant entitles the holder thereof to
acquire one Common Share at an exercise price of C$0.35 per Common Share for a period of 24 months
following the issuance of the Warrant, in whole or in part, at any
time following the Issue Date but on or before the Maturity Date.
The Warrants, when issued, will have an acceleration clause in
which the Company may accelerate the expiry date of the Warrants in
the event that the volume weighted average closing price of the
issued and outstanding common shares of the Company is greater than
C$0.45 per Common Share for a period
of 10 consecutive trading days (the "Acceleration Trigger").
The Debentures will not be listed or posted for trading on any
exchange.
The Debentures have an acceleration provision pursuant to which
the Company has the right to force the conversion of the
Debentures, if the weighted average daily trading price of the
Company's common shares on the TSXV is C$0.40 or more for 10 consecutive trading
days. The Debentures and the Common Shares and the Warrants
issuable upon the conversion of the Debentures will be subject to a
statutory resale restriction of four months and one day from the
date of closing.
There were no finders' fees paid in association with this
financing.
Certain directors and insiders of the Company participated in
the financing of the Debentures for C$325,000. The proposed issuance of the Debenture
securities to non-arms' length parties constitutes a "related party
transaction" within the meaning of Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions
("MI 61-101"). Because the Company's shares trade only on
the TSX Venture Exchange, the issuance of securities is exempt from
the formal valuation requirements of Section 5.4 of MI 61-101
pursuant to Subsection 5.5(b) of MI 61-101 and exempt from the
minority approval requirements of Section 5.6 of MI 61-101.
The Offering of the Debentures is subject to the receipt of all
necessary approvals, including the final approval of the TSX
Venture Exchange.
About Mondias Natural Products Inc.
Mondias
specializes in the commercialization and development of
evidence-based botanical products for the healthcare,
bio-agriculture and organic markets. The company sells both oral
and topical botanical agents to help manage unmet medical needs
through its Holizen Laboratories division. Mondias is also
developing botanical-based specialty fertilizers for use on
household plants, lawns and golf courses and in urban gardens,
nurseries and greenhouses, in collaboration with McGill's Faculty
of Agricultural and Environmental Sciences.
For more information, visit: www.mondias.ca
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Forward-looking statements
Some statements in this
release may contain forward-looking information. All statements,
other than statements of historical fact, that address activities,
events or developments that the Company believes, expects or
anticipates will or may occur in the future (including, without
limitation, statements regarding potential acquisitions and
financings) are forward-looking statements. Forward-looking
statements are generally identifiable by the use of the words
"may", "will", "should", "continue", "expect", "anticipate",
"estimate", "believe", "intend", "plan" or "project" or the
negative of these words or other variations on these words or
comparable terminology. Forward-looking statements are subject to a
number of risks and uncertainties, many of which are beyond the
Company's ability to control or predict, that may cause the actual
results of the Company to differ materially from those discussed in
the forward-looking statements. Factors that could cause actual
results or events to differ materially from current expectations
include the Company's inability to obtain sufficient financing to
execute its business plan; competition; regulation; anticipated and
unanticipated costs and delays; the success of the Company's
research and development strategies; the ability to obtain orphan
drug status; the applicability of the discoveries made; the
successful and timely completion and uncertainties related to the
regulatory approval process; the timing of clinical trials; the
timing and outcomes of regulatory or intellectual property
decisions; and other risks disclosed in the Company's public
disclosure record on file with the relevant securities regulatory
authorities. Although the Company has attempted to identify
important factors that could cause actual results or events to
differ materially from those described in forward-looking
statements, there may be other factors that cause results or events
not to be as anticipated, estimated or intended. Readers should not
place undue reliance on forward-looking statements. The
forward-looking statements in this news release are made as of the
date of this news release, and the Company does not undertake any
obligation to publicly update them to reflect new information or
subsequent events or otherwise except as required by applicable
securities legislation.
SOURCE Mondias Natural Products Inc.