SoMedia Networks Inc. Converts and Restructures Debt1 hour ago by Business Wire SoMedia Networks Inc. (TSX-V:VID) ("SoMedia" or the "Company"), pioneer of scalable video production solutions, announces that it has entered into an agreement (the "Agreement") with Difference Capital Financial Inc. ("Difference") to restructure amounts owing to Difference under a convertible debenture (the "Debenture") for $600,000 dated December 13, 2012 and convert a $360,000 promissory note dated November 1, 2013 (the "Note") into Units of the Company.
Under the terms of the Agreement, Difference has agreed to extend the maturity date of the Debenture until July 17, 2016 (the "Maturity Date"). In consideration for the extension, the Company has agreed to pay to Difference a bonus payment of $10,000, and alter the conversion price of the Debenture to $0.20 per common share.
The Company and Difference have also agreed to convert the outstanding principal amount of the Note at a deemed price of $0.18 per Unit through the issuance of 2,000,000 units of the Company (the "Units"), with each Unit consisting of one common share and one-quarter of one share purchase warrant, each full warrant exercisable to acquire one additional common share at a price of $0.25 for a period of two years from the date of issuance. Outstanding interest owing under the Note will be settled, through the issuance of a convertible debenture in the principal amount of $86,000, which will be convertible to acquire common shares at a price of $0.20 per common share and will mature on June 17, 2016.
In addition, the Company announces that it will modify certain terms of the special warrants issued on May 21, 2015 and June 15, 2015. Subject to receipt of all required approvals, the underlying warrants (the "Warrants") that will become issuable upon conversion of the 3,440,000 series 1 special warrants and the 1,326,922 series 2 special warrants issued by the Company on May 21, 2015 (the "Series 1 Closing Date") and June 15, 2015 (the "Series 2 Closing Date"), respectively will be modified such that the Warrants will expire 60 months following the Series 1 Closing Date or the Series 2 Closing Date, as applicable, and the exercise price of the Warrants will be modified to $0.315 (from $0.35).
The Company also announces that it has re-filed the management's discussion and analysis of the Company for the interim period ended March 31, 2015 in order to clarify certain disclosure.
The amendment of the Warrants, and the transactions contemplated under the Agreement, including the issuance of units and a convertible debenture, remain subject to the prior approval of the TSX Venture Exchange. There can be no assurance that such approval will be obtained in a timely fashion, or at all.