Indiva Amends Convertible Debentures, Enters Into Shares For Debt Agreements

Indiva Limited NDVAF NDVA has completed the amendments to certain of its unsecured convertible debentures in the aggregate principal amount of $2.74 million.

The amended debentures mature on December 31, 2024 and bear interest at the rate of 10% per annum. The amended debentures are convertible into common shares of the company at a conversion price of $0.15 per common share.

Shares for Debt

The company has also entered into shares for debt agreements, to satisfy an aggregate of $15,750 of the company’s outstanding debt related to accrued but unpaid portions of the interest payments outstanding under certain unsecured convertible debentures of the company, including for greater certainty, the amended debentures. An aggregate of 131,246 common shares at a deemed price of $0.12 per common share are proposed to be issued to the creditors. The creditors include certain related parties of the company.

The company offered all debenture holders the opportunity to elect to receive common shares in lieu of a cash payment in order to preserve its cash for the development of its business. The common shares will be issued upon acceptance by the TSX Venture Exchange. The common shares issued pursuant to the shares for debt transaction will be subject to a four month plus one day hold period pursuant to the policies of the TSXV.

Certain of the company’s directors and officers are holders of the debentures, and are participating in the shares for debt transaction and as such, each transaction constitutes a "related party transaction" as defined in Multilateral Instrument 61-101 – Protection of minority security holders in special transactions.

Equity Incentive Grants

The company's board of directors has approved the grant of an aggregate of 425,000 restricted share units and 1.6 million options to certain directors, officers and employees of the company pursuant to its amended and restated omnibus incentive plan. RSUs have a vesting period of one year. Subject to the Plan and TSXV policies, each vested RSU entitles the holder to receive, on settlement, a cash payment equal to the closing price of the common shares on the last trading date prior to settlement, or at the discretion of the board of directors, one common share, or a combination of cash and common shares. The options vest over a period of three years, one third per year, with the exception of 200,000 options which vest immediately, have an exercise price of $0.15 per common share and expire five years from the date of grant.

The maximum number of common shares reserved for issue pursuant to this plan pursuant to the exercise of options granted under this plan is equal to 10% of the number of common shares outstanding and the maximum number of common shares reserved for issuance, in the aggregate, pursuant to the settlement of RSUs granted under the plan is 4.8 million. Upon completion of the grants referred to herein, and certain other grants to employees of the company, there will be 2.4 million RSUs and 10 million options granted under the plan, representing 8.4% of the outstanding common shares as of the date hereof.

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