KGIC Inc. (TSXV:LRN) announced a private placement of convertible secured subordinated debentures for gross proceeds of CAD 5,000,000 on April 1, 2016. The debentures carry a fixed coupon of 5% per annum and would mature 12 months from the date of issue. The debentures are convertible common shares of the company at an exercise price of CAD 0.02 per share.

The transaction is being made pursuant to the grant of a discretionary waiver of the TSX Venture Exchange's minimum CAD 0.05 pricing requirement and is subject to acceptance by the TSXV. With respect to the waiver, the company may conduct a share consolidation of its outstanding common shares in such ratio as would result in a post-consolidation conversion price equal to or greater than CAD 0.05 per common share on or before the date that is six months following the closing date of the transaction. All securities issued by the company in connection with the transaction will be subject to a statutory four month hold period.

The transaction is subject to the TSX Venture Exchange acceptance.