HELIX WIND ANNOUNCES CLOSING OF BRIDGE FINANCING
San Diego, CA – Feb. 9, 2010 – Helix Wind Corp. (OTCBB: HLXW), a global renewable energy company, announced today the close of a bridge loan with St. George Investments, LLC, an Illinois limited liability company (the Investor) worth up to $585,000 of funding for the Company.
The terms of the bridge financing transaction consists of the Company issuing a six-month Convertible Secured Promissory Note (the “Note”) in the principal amount of $780,000, and a five-year warrant to purchase 300,000 shares of the company’s common stock, par value $0.001 (subject to adjustment) at an exercise price of $1.25 per share. The warrant contains a cashless exercise provision. The Note is structured for the Company to receive the funding in two tranches, with $400,000 delivered to the company pursuant to the terms of the Note on February 2, 2010, and $185,000 due from St. George on March 2, 2010 provided neither a default nor a “triggering event”, as defined in Note, has occurred, and the company has satisfied the conditions described in the Purchase Agreement. “Triggering events” include, but are not limited to, a decline in the Company’s stock price to below $1.50 per share for five consecutive days and a decline in 5-day average trading volume to less than $100,000 per day. The Purchase Agreement also contains representations, warranties and indemnifications by the company and the Investor, as well as piggyback registration rights for the common stock underlying this private placement transaction.
Completion of the transaction is subject to, among other customary conditions, the satisfactory delivery of collateral in the form of 4.8 million shares of Helix common stock owned by Helix’s CEO, Ian Gardner, to St. George Investments LLC. Additional information can be found in Helix’s Form 8-K, filed with the U.S. Securities and Exchange Commission on February 8, 2010.
Ian Gardner, Helix Wind’s CEO, said, “This bridge financing provides Helix Wind with funds while we continue our ongoing discussions with potential investors. Securing long-term funding for our company’s growth is among our top priorities, and we’re looking forward to completing the process.”
The securities offered and sold in the private placement have not been registered under the Securities-Act-of-1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. As part of the terms of the private placement, Helix Wind is obligated to file a registration statement to register for resale under the Securities Act the shares of common stock issuable in connection with this private placement.
About Helix:
Helix Wind Corp., a global renewable energy company, is engaged in the design, manufacturing and sale of small wind vertical axis turbine designed to generate 300W, 1kW, 2.0kW, 4.0kW, and 50kW of clean, renewable electricity. Additional information can be found at http://www.helixwind.com
