Hank Payments Corp. announced a private placement to issue 10% 500 secured convertible debenture units at an issue price of CAD 1,000 per unit for the gross proceeds of CAD 500,000 on June 15, 2023. Each unit consists of one CAD 1,000 secured convertible debenture and 3,333 common share purchase warrants.

The debentures mature on and become payable on June 15, 2028, and bear interest at a fixed rate of 10% per annum, payable in arrears semi-annually in cash on December 31 and June 30 of each year. At any time during the term, a holder of debentures may elect to convert the outstanding net principal amount, or any portion thereof, into common shares at a conversion price of CAD 0.085 per share during the first year and CAD 0.10 per share thereafter. The company may force the conversion of the principal amount of the then outstanding debentures at any time at the conversion price on not less than five days of notice if the volume weighted average trading price of the common shares on the TSX Venture Exchange for any 10 consecutive trading day period is equal to or greater than CAD 0.35.

Each warrant entitles the holder to purchase one common share of the company at an exercise price of CAD 0.10 per common share until June 15, 2025. The issuance of the convertible debentures and the warrants pursuant to the offering were completed on a private placement and prospectus exempt basis, as applicable, such that the issuances are exempt from any applicable prospectus and securities registration requirements. All securities issued pursuant to the transaction are subject to a statutory hold period ending October 16, 2023.

The offering is subject to TSX Venture Exchange acceptance. The transaction included participation from two placees.