TORONTO, Nov. 29, 2018 /CNW/ – Menē Inc., an online 24-karat jewelry brand, is pleased to announce that it has entered into an agreement with Canaccord Genuity Corp. whereby Canaccord Genuity has agreed to purchase, on a “bought deal” basis, an aggregate principal amount of $10,000,000 of securities of the Company (the “Equity Offering”). In addition, the Company has entered into a commitment with a private institutional investor for a concurrent $20,000,000 secured gold note financing (the “Debt Financing”). The gross proceeds of $30,000,000 from the Equity Offering and the Debt Offering will be used to expand inventory and for working capital purposes.
Bought Deal Equity Financing
The Equity Offering contemplates the issuance and sale of 14,286,000 units of the Company (“Units”) at a price of C$0.70per Unit (the “Offering Price”), to be qualified by a short form prospectus. Each Unit will consist of one subordinate voting class B common share of the Company (the “Common Shares”) and one-half of one Common Share purchase warrant (each whole Common Share purchase warrant, a “Warrant”). Each Warrant will entitle the holder to acquire one Common Share for two years from the closing of the Equity Offering (the “Closing”) at a price of C$1.00.
The Units issued pursuant to the Equity Offering will be qualified by a prospectus in such provinces of Canada as Canaccord Genuity may designate, other than Quebec, and otherwise in those jurisdictions where the Equity Offering can lawfully be made. Canaccord Genuity has been granted an over-allotment option to purchase additional Units equal to 15% of the Units sold pursuant to the Equity Offering at the Offering Price, exercisable at any time up to 30 days after the closing date.
3.00% Secured Gold Note Debt Financing
The Debt Financing consists of $20,000,000 principal amount of unique secured gold notes (the “Gold Notes”) secured by, among other things, the Company’s 24 karat gold and platinum inventory at the Company’s vaulted fulfillment centre in New Jersey and 15,000,000 Series B common share purchase warrants of the Company (the “Debt Offering Warrants”). Each Debt Offering Warrant will entitle the holder to acquire one Series B common share of the Company for 2 years from the closing of the Debt Offering at a price of C$1.00 per share. The Debt Offering Warrants will be qualified by a prospectus.
The Gold Notes bear an interest rate of 3% per annum payable semi-annually in arrears on June 30 and December 31 of each year, commencing December 31, 2018. Interest shall be computed on the basis of a 360-day year composed of twelve 30-day months. The December 31, 2018 interest payment will represent accrued interest for the period from the Closing Date to December 31, 2018.
The Company has received a binding commitment from the private institutional investor for $20,000,000 aggregate principal amount of Gold Notes with an indication of interest for an additional $80,000,000 aggregate principal amount of Gold Notes at the Company’s discretion.
The closing date of the Equity Offering and the Debt Financing is scheduled to be on or about December 19, 2018 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of TSX Venture Exchange and the issuance of receipts for the final prospectus by applicable Canadian Securities Administrators.
“I would like to thank our investors and Canaccord Genuity for working with us to establish this transformational funding round for Menē Inc. With this capital and gold-secured note financing, we can enlarge our inventory levels to meet growing demand and position the Company for aggressive growth in 2019 and beyond. Our projected capital needs are now substantially satisfied, and we can focus on building our Company into an even greater disruptive force in the $250 billion global jewellery industry,” said Roy Sebag, Founder and CEO of Menē Inc.
About Menē Inc.
Menē crafts pure 24 karat gold and platinum jewellery that is transparently sold by gram weight. Through mene.com, customers may buy jewellery, monitor the value of their collection over time, and sell or exchange their pieces by gram weight at prevailing market prices. Menē was founded by Roy Sebag and Diana Widmaier-Picasso with a mission to restore the relationship between jewellery and savings. Menē empowers consumers by marrying innovative technology, timeless design, and pure precious metals to create pieces which endure as a store of value.
For more information about Menē, visit mene.com.
