Troubadour Resources plans $950,000 private placement financing

Troubadour Resources Inc. (TSXV: TR) (OTC PINK: TROUF) announced concurrent non-brokered private placements targeting aggregate gross proceeds of up to $950,000, according to a company statement.

The financing consists of two separate offerings. A unit offering seeks gross proceeds of up to $500,000 through the sale of up to 5,555,555 units at $0.09 per unit. Each unit includes one common share and one warrant exercisable at $0.12 per share for 36 months from issuance. No single subscriber may acquire more than 1,254,984 units.

The second component is an unsecured convertible debenture offering targeting gross proceeds of up to $450,000. The debentures carry a maximum principal amount of $529,412, issued at a 15% original issue discount, with a minimum subscription of $25,000 principal amount per subscriber. The debentures mature three years from first tranche issuance and bear interest at 20% per annum, compounded monthly and payable quarterly. The interest rate increases to 24% upon an event of default.

Debenture holders may convert at any time before maturity into units at $0.12 per unit, with each unit comprising one common share and one warrant exercisable at $0.14 per share for five years. On a change of control, holders may require repurchase at 125% of principal plus accrued interest, or elect to convert.

Neither offering is conditional on the completion of the other, and both may be completed in one or more tranches. Net proceeds are designated for general working capital and corporate purposes.

Company insiders may participate in the unit offering, which would constitute a related party transaction under Multilateral Instrument 61-101. The company expects to rely on exemptions from formal valuation and minority approval requirements. Both offerings remain subject to acceptance by the TSX Venture Exchange. All issued securities carry a statutory hold period of four months and one day from issuance.

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