Toronto, Ontario--(Newsfile Corp. - June 18, 2026) - PesoRama Inc. (TSXV: PESO) (OTC Pink: PSSOF) (FSE: ZE6) ("PesoRama" or the "Company"), a Canadian company operating dollar stores in Mexico under the JOi Dollar Plus brand, is pleased to announce the closing of its previously announced marketed public offering of 21,000 senior unsecured convertible debentures of the Company (the "Convertible Debentures") for aggregate gross proceeds of $21,000,000 (the "Offering"). Canaccord Genuity Corp. (the "Lead Agent") acted as Lead Agent and sole bookrunner for the Company in connection with the Offering.
The Convertible Debentures are senior unsecured obligations of the Company that mature June 18, 2029 (the "Maturity Date"). Each Convertible Debenture has a principal value of C$1,000 that is convertible into common shares of the Company ("Common Shares"), at the option of the holder, at a conversion price of $0.91 per Common Share (the "Conversion Price"). Interest shall accrue on the Convertible Debentures at a fixed rate of 9.0% per annum, payable in cash, semi-annually in arrears on the last day of June and December in each year, commencing on December 31, 2026. At any time after December 18, 2026, if the volume-weighted average trading price of the Common Shares on the TSXV for ten consecutive trading days equals or exceeds 150% of the Conversion Price then in effect, the Company will have the right to require the holders of all outstanding Convertible Debentures to convert their Convertible Debentures into Common Shares at the Conversion Price then in effect. The Company will also have a repayment right, exercisable after December 18, 2026, to repay the principal amount outstanding in cash at par plus a premium of 4% (months 7-12 after closing date), par plus 2% (months 13-24 after closing date), or at par (months 25-36 after closing date), upon not less than 30 calendar days' notice.
The net proceeds of the Offering will be used to repay outstanding senior debt.
The Offering was completed by way of a "best efforts" marketed public offering in each of the provinces of Canada, excluding Quebec. The Convertible Debentures issued under the Offering and the Common Shares issuable upon conversion of the Convertible Debentures are not subject to any statutory hold period under applicable Canadian securities laws, as the Offering was qualified for distribution by way of a prospectus.
In connection with the Offering, the company paid to the Lead Agent a cash commission of $1,050,000 and issued to the Lead Agent 461,538 compensation warrants (the "Compensation Warrants"). Each Compensation Warrant entitles the holder thereof to acquire one Common Share at a price of $0.70 per Common Share until June 18, 2028.
CP LLP is acting as counsel to the Company with Dentons Canada LLP acting as counsel for the Agents in connection with the Offering.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been and will not be registered under the 1933 Act, or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available.
About PesoRama Inc.
PesoRama, operating under the JOi Dollar Plus brand, is a Mexican value dollar store retailer. PesoRama launched operations in 2019 in Mexico City and the surrounding areas targeting high density, high traffic locations. PesoRama's 37 stores, with anticipated store openings by end of June expected to bring the total to 40, offer consistent merchandise offerings which include items in the following categories: household goods, pet supplies, seasonal products, party supplies, health and beauty, snack food items, confectionery and more. For more information visit: http://pesorama.ca.
For further information please contact:
Rahim Bhaloo
Founder, CEO & Executive Chairman
rahim@rahimbhaloo.com
416-816-3291
Cautionary Note
This press release contains "forward-looking information" within the meaning of applicable securities laws, including, among other things, statements regarding the intended use of proceeds of the Offering and the conversion of the Convertible Debentures into Common Shares. While the Company believes that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements, including due to changes in consumer behaviour, general economic factors, the ability of the Company to execute its strategies, the ability of the Company to service its debt obligations, dilution from conversion of the Convertible Debentures and the risk factors which are discussed in greater detail in the "Risk Factors" section of the Company's annual information form for the year ended January 31, 2026 and filed under the Company's profile on www.sedarplus.ca. The statements in this press release are made as of the date of this release. PesoRama undertakes no obligation to comment on analyses, expectations or statements made by third-parties in respect of PesoRama, its securities, or its financial or operating results (as applicable).
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/302042
Source: PesoRama Inc.
