BAX - Spectral Medical Inc. Closes C$6.1 Million Bought Deal Convertible Note Financing | Benzinga
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TORONTO, Sept. 07, 2023 (GLOBE NEWSWIRE) -- Spectral Medical Inc. (TSX:EDT) ("Spectral" or the "Company") is pleased to announce that it has closed its previously announced "bought deal" private placement of 9.0% convertible unsecured senior notes due November 1, 2026 (the "Notes") of the Company at a price of US$1,000 per Note (the "Issue Price") for aggregate gross proceeds of US$4,553,000 (the "Offering"). The Offering was conducted by Paradigm Capital Inc. (the "Underwriter") and consisted of the sale of 4,553 Notes at a price of US$1,000 per Note.
The Notes have a face value of US$1,000 per Note, bear interest of 9% and are due on November 1, 2026 (the "Maturity Date"). Holders of the Notes may convert all or any portion of the Notes into common shares of the Company (the "Common Shares") in integral multiples of US$1,000 principal amount at any time prior to the Maturity Date. Each Note is convertible into approximately 15,475,647 Common Shares, subject to customary anti-dilution and make whole fundamental change adjustments. Pursuant to the Note Offering, Baxter International Inc. (NYSE:BAX) ("Baxter") agreed to purchase certain of the Notes in connection with an amendment to a portion of the last milestone payment due to the Company under the Distribution Agreement (as defined below). In 2020, Baxter, a leading global medical products company, entered into a distribution agreement (the "Distribution Agreement") with the Company for PMX (as defined below) and the Endotoxin Activity AssayTM (EAA), an on-market companion diagnostic tool that aids in the risk assessment of ICU patients for progression to severe sepsis.
In connection with the Offering, the Underwriter received a cash commission of US$273,180 and 928,539 compensation options (the "Compensation Options"), with each Compensation Option ...