Trident Brands Incorporated Announces New Investor Agreement to Convert Debt to Equity

All figures are in USD$

Brookfield, WI, Dec. 03, 2020 (GLOBE NEWSWIRE) -- via NewMediaWire -- Trident Brands, Inc (“Trident”) (OTCQB: TDNT) announced today that LiUNA Pension Fund of Central and Eastern Canada (“LPF”) through Fengate Trident LP (“Fengate”), the holder of $22.3 million in principal amount of Trident debt, agreed on November 30, 2020 (the “Agreement”) to convert into Trident equity an aggregate of $17.7 million of principal and accrued interest, comprised of $12.3 million in principal amount of convertible notes and $5.4 million of accrued interest.

Under the Agreement, Trident will issue 29,432,320 shares of company preferred stock (“Trident Preferred Stock”) to Fengate in full and complete satisfaction of $12.3 million of convertible notes and $5.4 million of accrued interest (an aggregate of $17,659,392) (representing a conversion rate of $.60 per share). As a result, the $12.3 million of Convertible notes (which were previously convertible into common stock at a conversion price equal to a 25% discount to the average closing price of Trident’s common stock for 10 trading days) will be eliminated.  The Trident Preferred Stock will have certain voting rights, a dividend and liquidation preference, and be entitled upon a sale of the Company (to be further defined in definitive agreements) to receive the same consideration per share as a share of Trident common stock.

The consummation of the conversion transaction is subject to (i) Trident shareholder approval of the authorization and issuance of the Trident Preferred Stock and (ii) Fengate’s obligation to remain in compliance with regulations governing its ownership of voting shares.  There can be no assurance that the conversion transaction will be consummated.

After giving effect to the conversion transaction, Fengate will hold $10 million in principal amount of Trident debt. In addition to the conversion of debt to equity, the Agreement amends the $10 million Notes to (i) eliminate the conversion feature of such Notes, (ii) provide for a simple interest rate of 8% per annum, with the first 2 years of interest payable at maturity of the Amended Notes (November 30, 2025) and the last three years of interest payable quarterly beginning February 28, 2023; and (iii) extend the maturity of such Notes from December 31, 2021 until November 30, 2025.