Unicorp Inc. (OTCBB: UCPI) entered into a stock purchase agreement with Cornell Capital Partners LP (Cornell) providing a loan to the company of up to $7 million, of which a debenture was issued by Unicorp to Cornell for the principal amount of $3.5 million, at the closing of which Unicorp received $3.15 million after payment of a 10 percent commitment fee to Yorkville Advisors.
The stock purchase agreement contemplates additional closings subject to certain terms and conditions for subsequent debentures aggregating $3.5 million. At the first closing, Unicorp also issued to Cornell warrants to purchase just over 8 million shares of common stock at exercise prices ranging from 55 cents to 90 cents per share. In connection with the stock purchase agreement, the company granted Cornell a security interest to collateralize its debt obligations.
The debenture issued to Cornell in connection with the first closing is initially convertible into shares of common stock at 50 cents per share and matures in November 2009. Unicorp has agreed to file a registration statement with the Securities and Exchange Commission (SEC) in order to register the resale of the shares of common stock issuable upon conversion of the debentures and the shares of common stock issuable upon the exercise of the warrants.
“We have had a good relationship with Cornell over the past year and a half of which they have funded us approximately $7.8 million,” stated Kevan Casey – CEO of Unicorp – in a press release. “We believe that this new funding will have less selling pressure on our stock and will allow us the option to pay the debenture in cash if our stock is less than the conversion price of 50 cents.”
Unicorp, a development stage natural resource company, engages in the exploration, acquisition, development, production and sale of natural gas, crude oil and natural gas liquids, primarily from unconventional reservoirs, such as fractured shales, coal beds and tight sands in the U.S.
