Greenbriar Announces Closing of USD $3.0 Million Unsecured Convertible Debenture Private Placement
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Phoenix, Arizona--(Newsfile Corp. - January 11, 2024) - Greenbriar Sustainable Living Inc. (TSXV: GRB) (OTC Pink: GEBRF) ("Greenbriar" or the "Company") is pleased to announce that further to its news release dated November 30, 2023, it has closed the USD $3.0 million unsecured convertible debenture (the "Debenture") private placement financing (the "Offering") with one arm's length investor (the "Debenture Holder"). The Debenture will bear interest at 12% per annum, calculated and paid quarterly commencing on the date of issuance and will mature thirty-six (36) months from the date of issuance being January 11, 2027 (the "Maturity Date").
The Debenture Holder has the right, from time to time and at any time on or prior to 5:00 p.m. (Pacific Time) on the Maturity Date, to convert all or any portion of the outstanding principal amount of the Debenture ("Principal Amount") into common shares of the Company, at a price of $1.25 per common share, subject to adjustment pursuant to the terms of the Debenture.
As part of the terms of the Offering, the Debenture Holder has been issued 900,000 detachable warrants (collectively, the "Warrants" and individually, a "Warrant"). Each Warrant entitles the holder to acquire one common share of the Company at an exercise price of $1.30 per common share, subject to adjustment in certain events, for a period expiring on January 11, 2027.
The Offering was conducted under available exemption from the prospectus requirements of applicable securities legislation. Any common shares issuable upon conversion of the Debenture or exercise of the Warrants are subject to a statutory hold period of four months plus a day from the date of issuance expiring on May 12, 2024 in accordance with applicable securities legislation and policies of the TSX Venture Exchange. The Company expects to use the gross proceeds from the Debentures as a bridge to the USD $40 million construction loan.
All references to currency are in Canadian dollars, except if mentioned in USD.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. "United States" and "U.S. Person" are as defined in Regulation S under the U.S. Securities Act.