|By Marketwired .||
|August 8, 2014 07:19 PM EDT||
VANCOUVER, BRITISH COLUMBIA -- (Marketwired) -- 08/08/14 -- Pyng Medical Corp. (the "Company") (TSX VENTURE: PYT) announces, further to its press release of July 29, 2014, that it intends to amend the terms of certain previously issued secured convertible notes in the aggregate principal amount of $530,000 (the "2009 Notes") and to complete a non-brokered private placement (the "Private Placement") of secured convertible notes in the aggregate principal amount of up to $150,000 (the "2014 Notes").
The Company proposes to amend the maturity date of the 2009 Notes from August 8, 2014 to August 8, 2015. The Company also proposes to revise the price at which the principal of the 2009 Notes is convertible into common shares of the Company from $0.20 per common share to $0.06 per common share. The Company has obtained the conditional approval of the TSX Venture Exchange (the "TSX-V") and the consent of the holders of the 2009 Notes for the foregoing amendments.
The 2014 Notes to be issued pursuant to the Private Placement will have the same terms as the amended 2009 Notes. Both the amended 2009 Notes and the 2014 Notes will mature one year after their issuance and will bear interest at an annual rate of 10% above the Canadian bank prime rate, payable quarterly, and will be secured by a first charge on certain of the Company's assets.
Each holder of an amended 2009 Note and each new subscriber for a 2014 Note will be issued one non-transferable common share purchase warrant (each, a "Warrant") for every $0.06 of the principal amount of their notes for, in respect of the 2014 Notes, a subscription price of $0.001 per Warrant. The Warrants will have an exercise price of $0.065 per Warrant and a term of one year.
Closing of the Private Placement is expected to occur on or before August 31, 2014. Closing remains subject to the negotiation, execution and delivery of definitive agreements. The Warrants and 2014 Notes will be subject to a hold period of four months from the date of issuance in accordance with the rules and policies of the TSX-V and applicable Canadian securities laws. The creation of any "control persons" (as defined in the policies of the TSX-V) or new insiders as a result of the foregoing transactions will be subject to TSX-V approval.
The net proceeds of the Private Placement will be used by the Company for existing accounts payable and for general corporate purposes.
About Pyng Medical Corp.
Pyng Medical Corp. engineers and markets award-winning trauma and resuscitation products for front-line critical care personnel world-wide. Pyng's product portfolio includes innovative sternal intraosseous (sternal IO) pelvic stabilization and tourniquet devices specifically designed and customized for both the military and civilian markets. With growing markets in North America, Europe and Asia, Pyng develops user-preferred medical devices for use by hospital staff, emergency medical services and military forces worldwide.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Safe Harbour Statement; Forward-Looking Statements: This release contains forward-looking statements based on management's expectations, estimates and projections. All statements that address expectations or projections about the future, including statements about the closing of the transactions described in this release, TSX-V approvals, use of proceeds from the Private Placement, the issuance of the 2009 Notes, 2014 Notes and Warrants, the Company's strategy for growth, product development, market position, expected expenditures and financial results are forward-looking statements. Some of the forward-looking statements may be identified by words like "expects", "anticipates", "plans", "intends", "projects", "indicates", and similar expressions. These statements are not guarantees of future performance and involve a number of risks, uncertainties and assumptions. Many factors, including those discussed more fully elsewhere in this release and in documents which may be filed with the British Columbia Securities Commission, the Alberta Securities Commission, the TSX Venture Exchange, as well as other USA Commissions, could cause results to differ materially from those stated. These factors include, but are not limited to changes in the laws, regulations, policies and economic conditions, including inflation, interest and foreign currency exchange rates, of countries in which the Company does business; competitive pressures; successful integration of structural changes, including restructuring plans, acquisitions, divestitures and alliances; cost of raw material, research and development of new products, including regulatory approval and market acceptance; and seasonality of sales in some products.
Pyng Medical Corp.
Chief Financial Officer
(604) 303-7964 x219
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