Acquisition and Disposition of Securities of Hemostemix Inc.January 25, 2017
Wood Capital Ltd. (“Wood Capital“) an entity controlled by Blake Wood, acquired a CDN$1,000,000 convertible debenture (the “Debenture“). The Debenture is convertible into units (“Units“) of Hemostemix Inc. (the “Issuer“) at a conversion price of CDN$0.16 per Unit. Each Unit consists of one common share (a “Share“) of the Issuer and one-half Share purchase warrant (a “Warrant“), with each whole Warrant entitling the holder to acquire one additional Share for CDN$0.30 within 36 months of the original issuance of the Debenture by the Issuer on September 2, 2016.
Immediately prior to the acquisition and immediately after the disposition of the Debenture, Blake Wood did not have beneficial ownership of or control over, directly or indirectly, any Shares.
Immediately after the acquisition of the Debenture, Blake Wood did not have beneficial ownership of or control over, directly or indirectly, any Shares, but did have beneficial ownership of or control over the Debenture. As a result of the acquisition of the Debenture, Wood Capital is entitled to acquire upon the conversion of the Debenture in full, 6,250,000 Units, comprising 6,250,000 Shares and 3,125,000 Warrants. Assuming a full conversion of the Debenture and the subsequent exercise of all of the underlying Warrants, Wood Capital would hold 9,375,000 Shares, which as of the date hereof would be understood by Blake Wood to be approximately 11.17% of what would then be the 83,958,119 issued and outstanding Shares assuming no other changes.
The acquisition of the Debenture has been entered into by Wood Capital for investment purposes. Concurrently with the acquisition of the Debenture, Wood Capital also took an assignment of the Demand Loan Agreement described in the Issuer’s news release dated January 25, 2017 and acquired the related indebtedness of the Issuer thereunder. The indebtedness under the Demand Loan Agreement is secured by the same general security agreement granted by the Issuer as collateral security for the Debenture.
In addition to the acquisition of the Debenture and the Demand Loan Agreement, Blake Wood and/or Wood Capital and/or their respective associates or affiliates may acquire or dispose of additional securities of the Issuer, depending on market conditions and in compliance with applicable laws.
For further information, please contact:
Cidel Place, Lower Collymore Rock Road
Bridgetown, St. Michael
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