MIAMI & TORONTO - April 28 - XTM Inc. (“XTM” or the “Company”) (QB: XTMIF / CSE:PAID / FSE:7XT), a Miami and Toronto-based Fintech creator of disruptive payment innovations specifically for service industries including hospitality, personal care and service staff today is pleased to announce the Company intends to complete a non-brokered private placement of convertible debentures of the Company (each, a "Convertible Debenture Units") at a price of US$1,000 per Convertible Debenture Unit for gross proceeds to the Company of up to US$5,000,000 (the "Offering").
Each Convertible Debenture Unit will be comprised of US$1,000 principal amount of unsecured convertible debenture (“Convertible Debenture”) and 1,000 common share purchase warrants (a "Warrant"). Each Warrant will entitle the holder thereof to purchase one common share of XTM (a “Common Share”) at a price of US$0.29 per Common Share for a period of twenty-four (24) months from the date of issuance thereof.
The Convertible Debentures will bear interest at a rate of 10.0% per annum, calculated and payable quarterly in arrears, commencing September 30, 2024 and mature twenty four (24) months following the date of issuance (the "Maturity Date"). The principal amount of each Convertible Debenture (the "Principal Amount") will be convertible into Common Shares at a conversion price of US$0.185 per Common Share (the "Conversion Price") at the option of the holder of a Convertible Debenture ("Debenture Holder") at any time prior to the close of business on the Maturity Date.
The Convertible Debentures will be unsecured obligations of the Company and will be subordinated in right of payment of principal and interest to all secured debt and to all existing and future senior indebtedness of the Company and senior to any of the Company's future debt that is expressly subordinated to the Convertible Debentures.
The net proceeds received by the Company from the Offering are intended to be used for general corporate purposes, Earned Wage Access (“EWA”) expansion in the US and any strategic acquisitions in the US that could accelerate the rollout of existing XTM signed contracts.
The Company may pay a fee in connection with the Offering comprised of (a) cash of up to 5% 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 5% of the aggregate number of Warrants issued pursuant to the Offering.
XTM, www.xtminc.com, is a Miami and Toronto-based fintech innovator founded in the cloud-banking space and further helping businesses inspire their workforce in the hospitality, personal care and services staffing industries. Established as a leader in on-demand pay with many large brands including Earls, Maple Leaf Sports & Entertainment, Cactus Club, Marriott Hotels and Live Nation, XTM continues to innovate with further digital featurization to support businesses to inspire workers to want to work more with shift scheduling and call-outs, staff management, expense management, in-app health and financial wellness; and gamified loyalty programs. XTM's Today Financial™ is in use through POS and Payroll integrations and directly through web-portals by thousands of businesses and their workers across Canada and the United States.
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This news release contains “forward-looking information” and “forward-looking statements” within the meaning of applicable securities laws (the “forward-looking statements”), within the meaning of applicable Canadian securities legislation. Forward-looking information is not a guarantee of future performance or results, since it involves risks and uncertainties. There is no assurance that forward-looking statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in forward-looking statements. Some of the factors on which the forward-looking statements are premised include (but are not limited to) the satisfaction or waiver of the conditions to the completion of the private placement, the receipt of the approval of the Canadian Securities Exchange, and the lack of material changes to general economic, market and business conditions. The CSE has not approved nor disapproved the contents of this press release, and the CSE does not accept responsibility for the adequacy or accuracy of this release.