NEW YORK and HONG KONG, May 27, 2015 (GLOBE NEWSWIRE) -- PHI Group, Inc. (OTCMarkets:PHIL), (www.phiglobal.com), a U.S. public company engaged in energy and natural resources, announced today that the Company has filed a form D with the Securities and Exchange Commission for a $60 million private placement under the auspices of Rule 506(c) of Regulation D for accredited and institutional investors.
The placement has been structured by offering 40 million Investment Units at the price of $1.50 per unit, each consisting of a Class A Preferred Share and a Warrant. The Class A Cumulative Convertible Redeemable Preferred Shares will pay a twelve percent (12%) cumulative dividend each fiscal year, with a sinking fund set up for the first year, and can be converted into the Company's Common Stock any time after one year from the date of issuance at a Variable Conversion Price of the Common Stock. The "Variable Conversion Price" will mean 75% multiplied by the Market Price of the Common Stock at the time of conversion, representing a discount rate of 25%. The Class A Preferred Shares are redeemable at 120% of the purchase price any time after two years from date of issuance. Each warrant will have an exercise price equal to 75% of the Market Price of Common Stock at the time of exercise, also representing a discount rate of 25%, exercisable one year and expiring five years after the date of issuance. The Investment Units are offered only to accredited investors: http://www.phiglobal.com/investors/private-placement-memorandum. The Company pays an 8% placement commission to registered broker-dealers.
Management intends to use the proceeds of this offering for the acquisition of an operating 120,000 MT/year wood pellet plant in the Southeastern United States, construction of a new one for 200,000 MT/year in Florida, acquisition of a 33-50 million MT coal concession in Indonesia, building a 120-ton/day oleochemical plant in Malaysia, development of energy assets and natural resources in Southeast Asia, provision for M&A advisory services, and general working capital. The Company believes if the maximum amount of this offering can be raised, projected revenues and profits before taxes can reach $216 million and $37 million by the third year of operations and $350 million and $60 million by the fourth year, respectively.
SAFE HARBOR: This news release contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements that relate to the existing and anticipated closing of the placement. Such forward-looking statements made by the Company involve risks and uncertainties and are subject to change based on factors beyond the Company's control, including the fact that the closing of the private placement is subject to various conditions, some of which are outside of the company's control. There can be no assurance that the contemplated sale will close. The Company takes no obligation to publicly update or revise any forward-looking statements.
About PHI Group
Targeting both conventional energy and renewables, PHI Group, Inc. invests in energy-related assets and natural resources and provides renewable energy solutions in conjunction with select industry partners. In addition, the company is engaged in trading activity involving coal, oil, precious metals, sand, granite and other industrial commodities. The Company also provides M&A advisory and consulting services through its wholly-owned subsidiary PHI Capital Holdings, Inc. Website: www.phiglobal.com.