OneRoof Energy, Inc. today announced that it has completed the final tranche of a previously announced financing in the aggregate principal amount of USD$20M, consisting of secured convertible notes issuable to Black Coral Capital LLC ("Black Coral") under the same terms and conditions as the Company's outstanding subordinated convertible notes (the "Convertible Note Offering").
Each note issued under the Convertible Note Offering is convertible into common shares of OneRoof Energy ("Common Shares") at the option of the holder at the conversion price of CDN$0.055 for the first year after the closing and at a conversion price of CDN$0.10 per Common Share for the remainder of the term of the notes issued thereunder. The notes are secured by the assets of the Company that are not otherwise pledged under project financings (the "Available Assets"). The Available Assets are already pledged as security under the Company's senior credit agreements, as well as the agreements governing the Company's subordinated convertible notes.
The proceeds from this financing will be used for general working capital purposes, including general and administrative, IT development and investment in solar projects. All securities issued pursuant to the private placement are subject to a statutory hold period of four months pursuant to Canadian securities laws, as well as any statutory hold periods mandated by relevant U.S. securities laws.
In addition, OneRoof Energy announced previous stock option grant events as follows:
On March 12, 2014, the board of directors for OneRoof Energy approved the granting of stock options ("Options") under its 2013 Stock Option Plan to certain of its directors and officers to acquire 3,754,614 common shares ("Common Shares") of the Corporation. All such Options are exercisable at a price of CDN$2.40 (amended on January 15, 2015 to an exercise price of CDN$.71 and subsequently amended on August 20, 2015 to an exercise price of CDN$0.11) and expire ten years after their grant date.
On January 14, 2015, the board of directors for OneRoof Energy approved the grant of stock options under its 2013 Stock Option Plan to certain of its directors to acquire 174,958 Common Shares of the Corporation. All such Options are exercisable at a price of CDN$0.71 (amended on August 20, 2015 to an exercise price of CDN$0.11) and expire ten years from the original grant date of March 12, 2014.
On August 19, 2015, the board of directors for OneRoof Energy approved the grant of 38,880 stock options at an exercise price of CDN$.011 to new board member Dan Phaure who joined the Company's board of directors effective as of May 20, 2015. All Options granted to Mr. Phaure will expire ten years from their grant date.
