By Sheri Kasprzak
New York, Nov. 16 - Advanced BioPhotonics, Inc. said it has received definitive agreements from four institutional investors for a private placement of $4 million in secured convertible notes.
The 8% notes will be purchased by AJW Partners, LLC; AJW Offshore, Ltd.; AJW Qualified Partners, LLC and New Millennium Capital Partners II, LLC.
The notes mature in three years and are convertible into common shares at a 40% discount to the average of the three lowest trading prices for the 20 trading days before conversion. The interest on the notes reduces to 0% in any month the company's stock trades above $0.2875 for every trading day.
On Nov. 15, the company received $1 million in proceeds from the note. Another $1 million will be disbursed within five days of the filing of a registration statement and the remainder will be issued five days after the registration statement is declared effective.
The investors will also receive warrants for 4 million shares, exercisable at $0.65 each for five years.
Proceeds will be used for the commercialization of the company's BioScanIR System. The rest will be used for working capital.
Based in Bohemia, N.Y., Advanced BioPhotonics develops medical imaging products using infrared technology to observe and measure changes in photonic activity within tissue.
| Issuer: | Advanced BioPhotonics, Inc.
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| Issue: | Secured convertible notes
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| Amount: | $4 million
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| Maturity: | Three years
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| Coupon: | 8%
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| Price: | Par
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| Yield: | 8%
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| Conversion price: | 40% discount to the average of the three lowest trading prices for the 20 trading days before conversion
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| Warrants: | For 4 million shares
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| Warrant expiration: | Five years
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| Warrant strike price: | $0.65
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| Investors: | AJW Partners, LLC; AJW Offshore, Ltd.; AJW Qualified Partners, LLC and New Millennium Capital Partners II, LLC
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| Settlement date: | Nov. 14
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| Stock price: | $0.16 at close Nov. 14
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