By Sheri Kasprzak
New York, July 5 - AMS Health Sciences, Inc. concluded a $2 million private placement of convertible notes with Laurus Master Fund Ltd.
Laurus bought the secured notes, which are due June 28, 2009 and are interest-only for the first year.
The notes bear interest at Prime rate plus 300 basis points annually with a 10% floor and are convertible into common shares at $0.51 each.
AMS may force conversion of the notes if the average closing price of the company's stock exceeds 115% of the conversion price for more than five consecutive trading days.
AMS may also prepay the note at 125% of principal before June 28, 2007; at 120% of principal after June 28, 2007 but before June 28, 2008; and at 115% of principal after June 28, 2008 but before maturity.
Laurus also received warrants for 2,272,727 shares, exercisable at $0.53 each.
Ascendiant Securities LLC was the placement agent.
Proceeds will be used for operations and sales and marketing.
Based in Oklahoma City, AMS produces nutritional supplements and natural skincare products.
| Issuer: | AMS Health Sciences, Inc.
|
| Issue: | Secured convertible notes
|
| Amount: | $2 million
|
| Maturity: | June 28, 2009
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| Coupon: | Prime rate plus 300 basis points, 10% floor
|
| Conversion price: | $0.51
|
| Warrants: | For 2,272,727 shares
|
| Warrant strike price: | $0.53
|
| Investor: | Laurus Master Fund Ltd.
|
| Placement agent: | Ascendiant Securities LLC
|
| Settlement date: | June 28
|
| Stock symbol: | Amex: AMM
|
| Stock price: | $0.51 at close June 28
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