“This equity line provides us with an important financing option,” said Bill Meissner, Jones Soda’s chief executive officer, in a statement. “The facility has a competitive cost of capital and flexible structure and offers a means to strengthen our financial position and support our continuing efforts to expand the distribution of our brands in new and existing markets.”
Jones Soda is not obligated to utilize the facility and remains free to enter into other financing transactions, the company said. It will determine the timing, dollar amount and floor price per share for any draw under this facility, subject to certain conditions. In the event Jones Soda elects to use the facility, the number and price of shares sold in each draw will be determined by a contractual formula whereby Jones Soda will issue shares to Glengrove at a pre-negotiated discount to the daily volume weighted average price of Jones Soda’s common stock over a preceding period of trading days.
In connection with the execution of the equity financing facility, Jones Soda will issue 70,053 shares of registered common stock as a commitment fee. The offer and sales of shares by Jones Soda under the agreement have been registered pursuant to a shelf registration declared effective by the Securities and Exchange Commission on May 18, 2010. Reedland Capital Partners, an Institutional Division of Financial West Group, acted as placement agent for the initial signing of the facility and will receive a fee for its services at the time of any draw under the facility, the company said.