Japan Gold Corp. announced a non-brokered private placement of unsecured convertible debentures for gross proceeds of CAD 1,390,700 ($1,000,000) on April 10, 2026. The Debenture will mature on the date that is three years from the date of issuance (the "Maturity Date").
The Debenture will bear interest at a rate of 10% per annum (non-compounded), accruing daily but payable, in cash, only at the Maturity Date, on the occurrence of an Event of Default or upon an early redemption. he Debenture and any securities issuable upon conversion will be subject to a statutory hold period of four months from the date of issuance of the Debenture. The Offering and conversion of the Debenture into Shares is subject to final approval by the TSX Venture Exchange.
As of the Closing Date, Equinox holds 90,133,518 shares, representing approximately 29.34% of the then issued and outstanding common shares of the Company. . The Company will have the right, at its option, to make an early redemption in cash of all or any part of the principal amount together with payment of any accrued but unpaid interest.
In addition, the Company will have the right, at its election, to satisfy its obligation to pay cash to the Debenture holder through the delivery of common shares of the Company ("Shares") in lieu of cash, at a price per share which equals the greater of: (i) the most recent Market Price of the Shares on the TSX Venture Exchange on the date that the accrued interest becomes payable; (ii) $0.11; and (iii) a price per security or conversion price of debt securities in a Future Financing Event. The transaction will include participation from returning investor Equinox Partners Investment Management, LLC.
