Advance Nanotech secures financing to operating company

03 Jan '08

3 min read

Although the company has entered into subscription agreements for $6.7 million of Notes, the company does not currently have a sufficient number of authorized shares of common stock to allow the issuance of the Notes. As a result, the company has issued only those Notes and warrants for that portion of the total proceeds that can be supported given the current capital structure of the company.

As a result, the Company issued Notes with a principal face amount of $3,953,000 and Warrants convertible into 7,906,000 shares of Common Stock. The remainder of the proceeds received during the private placement is held in escrow pending shareholder approval of the Company's Certificate of Incorporation to increase the number of authorized shares of Common Stock.

The Acquisition of the Minority Interest in Owlstone Nanotech Inc:
On December 19, 2007, the Company entered into an exchange agreement with its majority owned subsidiary Owlstone, and certain shareholders of Owlstone, to increase the Company's percentage of equity ownership of Owlstone by issuing newly issued shares of the Company's common stock to certain Owlstone shareholders in exchange for Owlstone common shares at an exchange rate of 3.33 shares of the Company's common stock for each share of Owlstone common stock.

The Owlstone shareholders who are party to the exchange agreement currently own an aggregate of 4,211,303 shares of Owlstone common stock, consisting of 22.26% of the total number of shares of common stock of Owlstone outstanding.

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Advance Nanotech Inc

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