On May 13, 2021 Helix BioPharma Corp. (TSX:HBP) ("Helix" or the "Company"), an immuno-oncology company developing innovative drug candidates for the prevention and treatment of cancer, reported that it has closed the first tranche of the previously announced private placement pursuant to the convertible security funding agreement (the "Agreement") with Lind Global Macro Fund, LP, a New York based institutional investment fund managed by The Lind Partners, LLC (together, "Lind") for gross proceeds of CAD$3.5 million (the "First Tranche") (Press release, Helix BioPharma, MAY 13, 2021, View Source [SID1234579904]).
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Pursuant to the First Tranche, the Company has issued a convertible security (the "Convertible Security") with a twoyear term and a face value of $4,112,500 and an aggregate of 1,957,056 common share purchase warrants exercisable into common shares in the capital of the Company ("Common Shares") for a period of 48 months at an exercise price of CAD$1.0283 per Common Share. The Convertible Security accrues a simple interest rate obligation of 8.75% per annum on the amount funded, which interest is prepaid and attributed to the face value of the Convertible Security. The Company has paid Lind a 3% commitment fee on the amount funded under the First Tranche and Alpha Bronze LLC is entitled to a finder’s fee equal to 5% of the amount funded.
As previously disclosed, Lind is entitled to convert the Convertible Security into Common Shares over the two year term, subject to certain limitations, at a conversion price equal to 85% of the five-day trailing volume-weighted average price of the Common Shares prior to the date a notice of conversion is provided to the Company by Lind. The Agreement includes certain restrictions on the maximum face value of each of the Convertible Securities that may be converted in any particular month. In addition, Helix has the option to buy-back 66.7% of the Convertible Security in cash at any time with no penalty, subject to the option of Lind to convert up to 1/3 of the face value of the Convertible Security into Common Shares at the time of such buy-back. If the Convertible Security is repaid by the Company within 180 days of issuance, the face value amount owed will be reduced pursuant to the terms of the Agreement. Lind is also entitled to accelerate its conversion right to the full amount of the face value or demand repayment of the face value in cash upon a default and other designated events as set out in the Agreement. To the extent that the full face value of the Convertible Security has not been converted at the maturity date of the Convertible Security, the outstanding balance of such face value shall be to be repaid to Lind by the Company in cash.
The securities issued in connection with the First Tranche are subject to a hold period pursuant to Canadian securities laws, expiring on September 14, 2021.
The Agreement also contemplates the issuance of a second Convertible Security upon the mutual agreement of the Company and Lind for gross proceeds to the Company of up to CAD$6.5 million.