Clip Money Secures $3 Million in Convertible Note Financing and Completes Equity Private Placement

Clip Money Raises $4 Million Through Convertible Note and Equity Placement

Clip Money Inc. (TSX-V: CLIP) (OTCQB: CLPMF), a provider of multi-bank self-service deposit solutions, has closed two major financings to boost its network and operations. The company secured a non-brokered private placement of an unsecured convertible note worth US$3,000,000 (CAD$4,125,900) from Cardtronics Inc., a subsidiary of NCR Atleos Corporation and Clip Money’s largest shareholder and strategic partner.

Additionally, Clip Money closed a non-brokered private placement of 6,876,500 common shares at CAD$0.20 per share, raising an additional US$1,000,000 (CAD$1,375,300) from two insiders, bringing the total new capital raised to over $4 million. These financings will support the company’s continued network expansion, new unit capital expenditures, customer acquisition, business operations, technology upgrades, and general corporate purposes.

Details of the Convertible Note Financing

  • The convertible note accrues simple interest at 13% per annum, with quarterly cash interest payments.
  • All remaining principal and accrued, unpaid interest are due by the maturity date, July 18, 2030.
  • At maturity, Cardtronics can choose repayment in cash, common shares at a conversion price of CAD$0.55 each, or a mix of both (with at least 50% of the principal to be converted into shares).
  • Accrued interest may similarly be paid in cash or shares, based on then-prevailing TSX Venture Exchange (TSXV) market prices, subject to TSXV approval.
  • Early redemption by the company comes at a premium—102% of principal plus interest if redeemed within three years, and 101% if redeemed after three years but before maturity. These can also be settled in cash or, at the holder's election, in shares with TSXV approval.

Related-Party Transaction Disclosure

Both financings qualify as related-party transactions under Canadian securities rules (MI 61-101). However, they are exempt from formal valuation and minority shareholder approval requirements because the total considerations are below 25% of the company’s market capitalization.

All securities issued are subject to a four-month statutory hold period in accordance with Canadian securities legislation.

Early Warning Update: Brian Bailey

Following the equity financing, Brian Bailey, President and COO of Clip Money, acquired 3,438,250 common shares at CAD$0.20 per share. His total ownership now stands at 10,672,016 common shares, a convertible note, 455,118 warrants, and 1,449,650 options. This represents approximately 9.51% of issued and outstanding shares on a non-diluted basis, or 11.59% on a partially diluted basis, assuming full conversion of convertible notes and exercise of all warrants and options.

Mr. Bailey holds his securities for investment purposes and may adjust his holdings based on market conditions or personal evaluation in the future.

This disclosure is provided to comply with Canadian early warning requirements. Additional reporting can be found on the company’s SEDAR+ profile.

About Clip Money

Clip Money operates a multi-bank, self-service deposit system for businesses, allowing deposits at retail locations and shopping malls, outside traditional bank branches. Its network combines physical deposit hardware, an intuitive mobile app, and a cloud-based engine for streamlined business banking. Clip Money serves businesses across major Canadian and U.S. metropolitan areas, providing a cost-effective and convenient alternative for business deposits.

This content is for informational purposes only and does not constitute financial advice.