By news release of March 19, 2004 (amended by news release in Stockwatch of March 25, 2004), the company provided the terms of a private placement of convertible debentures. Since those news releases, the company has accepted subscriptions from additional investors. The particulars of the private placement of convertible debentures have changed substantially.
As finalized, the convertible debenture private placement will consist of $659,000 convertible debentures issued to 14 investors to raise a total of $659,000.
All other particulars of the private placement of convertible debentures remain as previously announced. The convertible debentures accrue interest at 10 per cent compounded annually and mature three years from the date of issue. The convertible debentures are convertible at the option of the holder at any time before the maturity date at a conversion price of 20 cents per share for the initial year, 22 cents per share for the second year and 25 cents per share for the third year.
The convertible debentures are a direct, unsecured obligation of the company ranking subordinate to all senior indebtedness.
The private placement is subject to the acceptance of the TSX Venture Exchange.
Shares acquired upon any conversion will be subject to a hold period as prescribed by the TSX Venture Exchange policies and the rules of the British Columbia Securities Commission.