CORRECTION FROM SOURCE: Genoil Completes Private Placement And Debenture Extension
December 04 2013 - 6:44AM
Marketwired
CORRECTION FROM SOURCE: Genoil Completes Private Placement And
Debenture Extension
CALGARY, ALBERTA--(Marketwired - Dec 4, 2013) -
A correction from source is issued with respect to the release
issued December 04, 2013 05:39 ET. The third paragraph has been
amended. The corrected release follows:
Genoil Inc. ("Genoil" or the "Corporation")
(TSX-VENTURE:GNO)(OTCBB:GNOLF) announces that it has closed a
non-brokered United States private placement, pursuant to which the
Corporation issued 20,599,999 common shares, at a price of Cdn
$0.015 per share for total gross proceeds of $309,000. The common
shares issued in connection with the private placement are subject
to hold periods pursuant to holding periods depending on country
regulations.
Genoil has agreed to extend the term of an aggregate
$1,227,355.84 principal amount plus interest accrued thereon of
convertible promissory notes (the "Notes") which were previously
issued by the Company. The Notes were originally issued to certain
related parties being, Sidney B. Lifschultz 1992 Family Trust,
Lifschultz Enterprises Co. LLC, David K. Lifschultz and Bruce
Abbott (the "Noteholders") in October, 2008. The Notes had an
original term expiring on October 6, 2009, which had been amended
and extended to October 6, 2010, and October 6, 2011, and October 6
2013.
The Noteholders have agreed, by way of a Note Extension and
Amendment Agreement, to extend the maturity date of the Notes until
October 6, 2015.
The Company and the Noteholders have also agreed to amend the
conversion price of the Notes from $0.10 to $0.015 per common share
and to grant a security interest to the Noteholders in all of the
Company's present and after-acquired property to secure the
Company's obligations under the Notes. The debenture shall give the
holders voting rights for all shares which it could be converted
to. If there is a private placement at a lower price than $0.015
per common share then the conversion rate will fall to that lower
price. In the event that the debenture matures and is not paid off
by Genoil, the debenture continues with its conversion features as
before maturity. The Notes will remain substantially unamended in
all other respects.
The securities to be issued by the Corporation have not and will
not be registered under the United States Securities Act of 1933,
as amended (the "1933 Act"), or the securities laws of any state of
the United States, and may not be offered or sold in the United
States absent registration or an applicable exemption therefrom
under the 1933 Act and the securities laws of all applicable
states.
David Lifschultz(212) 688 8868
Genoil (TSXV:GNO)
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