Xped Secures up to $10 Million Premium to Convertible Note
Melbourne, Nov 16, 2016 AEST (ABN Newswire) - Xped Limited (
ASX:XPE) ("Xped" or "the Company") is pleased to announce a $10m premium to market convertible 3 year, 8.35% percent note along with a Share Purchase Plan (SPP) of up to $7.5m priced at 3.3c per shares with a 1:1 attaching option exercisable at 5c and expiring in December 2018. The company expects to have this option listed post regulatory and shareholder approval.
Highlights
- Xped secures up to $10,000,000 convertible note from leading institutional investor
- Conversion of facility to occur at a 20% above market price when converted
- Existing shareholders rewarded with ability to participate in $7.5mn SPP (3.3c per share with 1:1 5c attaching DEC 18 option)
- SPP Option to be listed
- Various resolutions withdrawn from AGM
Upon closing the Company will have up to $25m on hand to deliver and execute on its planned aggressive growth and expansion.
New Funding Facilities
The Company has entered into a term sheet with a leading financial institution to provide up to $10m convertible note financing to Xped to achieve current milestone targets underway.
Under the terms, Xped will issue convertible notes with a first tranche face value of $3,333,333 (to be split into two separate closings). The Company will have access to two subsequent convertible notes with a face value of $1,000,000 each with the right to increase up to $3,333,333 each as agreed between the parties.
Conversion of the convertible note (plus interest) is at a 20% premium to the lowest 2 days of the prior 5 day VWAPs prior to conversion. The institution can elect to convert up to half of the first tranche at 5c per share and up to half of any other tranches at a 40% premium to the lowest 2 days of the prior 5 day VWAPs prior to the relevant closing.
Interest accrues on the Amount Outstanding under the convertible notes at 8.35% per annum with an interest 'make whole' mechanism if the institution converts prior to the maturity date.
The investor will be also issued 35m listed December 2018 options for Tranche 1 (Options to be on the same terms as the SPP options).
The convertible notes will be unsecured, except by the issue of 20,000,000 collateral shares (which the Company will only be obliged to issue if the Company's share price falls below 1.6c per share).
All of the securities in conjunction with the convertible notes will be offered pursuant to a prospectus to be lodged by the Company within 30 days. The issue of all of the securities in conjunction with the convertible notes (other than in respect of convertible notes with a face value of $2,000,000) is subject to shareholder approval which will be sought at an upcoming Extraordinary General Meeting.
In conjunction with the issue of the Convertible Securities, the Company has agreed to issue to advisors 75m listed December 2018 options on completion of Tranche 1 (Options to be on the same terms as the SPP options).
Funds raised by the convertible notes will be used for:
- Acceleration of roll out with new channel partners, and recent acquisitions, additional capital is required for acquisition integration and development costs;
- Further expansion capital required to expand service offering and secure additional channel partners; and
- Costs of the offer
Full details of the facility are provided in the accompanying Appendix.
Share Purchase Plan
The Company plans to offer new shares to its existing shareholders and will be releasing formal documentation in respect of the Company's proposed Share Purchase Plan ("SPP") in early December to raise up to $7.5m.
Under the SPP each eligible shareholder will be entitled to apply for up to $15,000 of new ordinary shares at an issue price of 3.3c per Share.
The Company will be offering a new option series to subscribers of shares under the SPP. Under the SPP there will be one option for every one share subscribed and the new option series will have an exercise price of 5c with expiry in December 2018. The company expects to have these options listed, subject to shareholder and regulatory approval.
The SPP Offer details will be released to market in due course and will be offered pursuant to a prospectus. The SPP will be subject to approval from shareholders at an upcoming Extraordinary General Meeting.
Funds raised by the SPP will be used for:
- Acceleration of roll out with new channel partners, and recent acquisitions, additional capital is required for acquisition integration and development costs;
- Further expansion capital required to expand service offering and secure additional channel partners; and
- Costs of the offer
To view the full press release, please visit:
http://abnnewswire.net/lnk/UA3N5495
About XPED Ltd
XPED Ltd (ASX:XPE) is an Australian Internet of Things (“IoT”) technology business. Xped has developed revolutionary and patent-protected technology that allows any consumer, regardless of their technical capability, to connect, monitor and control devices and appliances found in our everyday environment. Xped provides technology solutions for Smart Home, Smart Building, and Healthcare.
At Xped, we’re Making Technology Easy Again(TM)
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