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10.15.2007 PharmaGap Reaches Agreement with Debenture Holder to extend Ottawa, Ontario - October 15, 2007 – PharmaGap Inc. (TSX-V: GAP) (“PharmaGap” or “the Company”), a Canadian biotechnology company developing novel compounds to treat cancer, today announced that it has reached agreement with SC Stormont Holdings Inc. (“Stormont”, a company controlled by Roderick M. Bryden, Chairman of PharmaGap), holder of $2,470,000 principal amount of its Series 2 and 3 Convertible Secured Debentures (“Debentures”), which matured on August 26, 2007, to extend the maturity date of the debentures by 18 months to February 26, 2009. In return for the granting of the extension of the maturity date, the terms of conversion have been changed, reducing the conversion price to thirteen cents ($0.13) and eliminating the common share purchase warrant previously provided on conversion. Original terms provided for conversion into equity units consisting of one common share and one warrant, with conversion price of thirty and thirty-two and one-half cents ($0.30 or $0.325) and warrant exercise price of forty-five and forty-eight and three quarters cents ($0.45 or $0.4875) to twenty-six and one quarter cents ($0.2625). At the revised conversion price, the Debentures (excluding interest accruing in the future at 10% per annum) are convertible into 22,793,761 common shares. Following conversion of all debentures, including debentures held by third parties, and conversion of $261,726 Series 1 Convertible Secured Promissory Notes held by Stormont at the current market price of thirteen cents ($0.13) total shares outstanding would be 51,980,555 (56,189,131 following full warrant exercise). The Stormont ownership interest following conversion of all debentures would be 50.6% (50.5% assuming full warrant exercise). PharmaGap’s Board of directors (the “Board”) has considered the related transaction between PharmaGap and Stormont and the Board (and separately, the independent members of the Board comprising an Independent Committee to review and provide guidance to the Board) and determined that the related transaction is exempt from the valuation and minority voting requirements of Ontario Securities Commission Rule 61-501 pursuant to section 5.5 paragraph 8 and section 5.7 paragraph 6 of Rule 61-501. The agreement is subject to final approval by the TSX Venture Exchange. About PharmaGap Inc. For information relating to this release, please contact: Note: The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release. No Securities Commission or other regulatory authority having jurisdiction over PharmaGap has approved or disapproved of the information contained herein. This release contains forward-looking statements that may not occur or may change materially
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