Toronto, Ontario–(Newsfile Corp. – December 23, 2021) – Prophecy DeFi Inc. (CSE: PDFI) (“Prophecy DeFi” or the “Company“) is pleased to announce that it has closed its previously announced brokered private placement of an aggregate of 5,680 convertible debenture units of the Company (the “Debenture Units“) at an issue price of $1,000 per Debenture Unit for aggregate gross proceeds of $5,680,000 (the “Offering“).
Each Debenture Unit is comprised of $1,000 principal amount of 10.0% unsecured convertible debentures of the Company (the “Convertible Debentures“) and 1,667 common share purchase warrants of the Company (the “Warrants“). Each Convertible Debenture matures 36 months following the closing of the Offering (the “Maturity Date“) and bears interest at a rate of 10.0% per annum from the date of issue, payable quarterly in cash. The Convertible Debentures are convertible into common shares of the Company (“Common Shares“) at the option of the holder at any time prior to the Maturity Date, or on the business day immediately preceding a date fixed for redemption of the Convertible Debentures, at a conversion price equal to $0.60 per Common Share (the “Conversion Price“). Upon conversion, the holder will receive accrued and unpaid interest on the principal amount of the Convertible Debentures that is the subject of the conversion for the period from and including the date of the latest interest payment date to, but excluding, the date of conversion. The Conversion Price is subject to adjustment upon the occurrence of certain customary events. The Company has the right to force conversion of the Convertible Debentures at the Conversion Price if the daily volume weighted average trading price of the Common Shares on the Canadian Securities Exchange (the “CSE“) is greater than $1.20 for 10 consecutive trading days. Upon a change of control of the Company, holders of Convertible Debentures have the right to require the Company to repurchase their Convertible…










