Brain Resource Limited (ASX: BRC, “BRC” or the “Company”) is pleased to announce that the Company has secured investment by way of a placement for $10 million to fund the Company’s aggressive growth plans in the USA.
The capital raise was successfully completed by Joint Lead Managers Bell Potter Securities and Gleneagle Securities. The investment attracted strong support from high quality Australian Institutional investors and was led by commitments from US based high net worth individuals and the Company’s new management team.
The fund raising is conditional on shareholder approval of the investment pursuant to ASX Listing Rule 7.1 and a capital restructure, whereby existing convertible securities will convert to ordinary BRC shares simultaneously with the approval of the placement of the 166,889,186 shares at $0.06 to raise $10,013,351. Each placement share will include a 1 for 3 attaching option, with an exercise price of $0.08 and a one year expiry date from the date of issue, i.e. at total of 55,629,729 options. The conversion will not only eliminate outstanding debt but also removes the security interest held over the Company’s assets. The conversion of $14,000,000 of convertible securities involves as consideration the issue of 175,000,000 shares at $0.08 per share, together with 50,000,000 options with an exercise price of $0.10 and a five year expiry date from the date of issue. The conversion requires shareholder approval for the purposes of Item 7 of section 611 of the Corporations Act.
The capital raising was conducted at a 3.2% discount to the last close and an 8.7% discount to the 15-day VWAP. The Company will consider conducting a small entitlement offer to enable shareholders that were not invited to participate in the placement the opportunity to invest on equivalent terms.
Mr. Louis Gagnon, Chief Executive Officer stated “that the investor support in this capital raising is reflective of growing investor, consumer and health sector interest in brain health. The funds raised will be used to drive an aggressive growth strategy including the recruitment and deployment of software engineering and sales resources to aggressively scale up the Company’s core product whilst servicing existing channel partners to grow revenue and market share”.
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