XTM INC. (“XTM” or the “Company”) (CSE:PAID; FSE:7XT), is pleased to announce a non-brokered private placement offering of convertible debentures of the Company (“Debentures”) at a price of C$1,100 per Debenture for aggregate gross proceeds of up to C$7,000,000 (the “Offering”). The Debentures will mature 24 months from the date of issue (the “Maturity Date”), carry an interest rate of 12% per year and will be convertible to units (“Debenture Units”) at a conversion price of $0.11 per Unit. Each Debenture Unit shall consist of one common share of the Company and one additional common share purchase warrant exercisable until the Maturity Date for an additional common share a price of C$0.11 (each a “Warrant”). In the event the 5-day volume weighted average price of the common shares of the Company is C$0.50 or more on the Canadian Securities Exchange, the Company may accelerate the expiry date of the Warrants to the date that is 30 days from the date of an announcement of such acceleration.
The Debenture will be a secured obligation of the Company ranking pari-passu to the existing secured debenture holders of the Company and shall be senior in right of payment to all future unsecured obligations of the Corporation.
The Company intends to use the net proceeds of the Offering to strengthen the balance sheet and for working capital purposes. The proposed Offering is expected to close on or about November 7, 2024, or such later date as the Company may determine (the “Closing”). The Closing is subject to certain conditions including, but not limited to, the satisfaction of customary closing conditions and the receipt of regulatory approvals. There can be no assurance as to whether or when the proposed Offering may be completed, or as to the actual size or specific terms of the Offering.
The securities issued in connection with the Offering are subject to a statutory hold period of four months and one day from the date of issuance.
The Company may pay a fee in connection with the Offering comprised of (a) cash of up to 6% of the aggregate principal amount of the Convertible Debenture Units sold pursuant to the Offering and/or (b) an aggregate number of broker warrants, with substantially the same terms as the Warrants, of up to 6% of the aggregate number of Warrants issued pursuant to the Offering.
About XTM INC.
XTM with offices in Miami, Toronto, Denver, and London is a Fintech creator of payment innovations including fully certified Earned Wage Access through its AnyDay™ product. Founded in the cloud-banking space to further support businesses to inspire their workforce in the hospitality, personal care and services staffing industries, XTM provides on-demand pay for many large brands including Earls, Maple Leaf Sports & Entertainment, Cactus Club, Marriott Hotels and Live Nation. QRails is a fully owned subsidiary of XTM. A cloud-based, API-driven issuer-processor, QRails enables payroll providers, financial institutions and other global fintech companies to keep up with the on-demand economy by delivering innovative digital payment solutions to their employees. QRails helps companies modernize and leverage payroll as a differentiator in attracting and retaining talent all at low to no cost for the employee and employer. QRails’ flagship solution, AnyDay™, is the first provider to own their full tech stack that powers their Earned Wage Access solution. Founded in 2016, QRails, Inc., together with its U.K. subsidiary, QRails Limited is SAP-certified, QRails also has earned several industry certifications under PCI DSS, and SOC. For more information, please visit www.QRails.com.