Cachet FinancialSolutions Inc. on April 8 closed the sale of 3,678,378 common sharesat 37 cents per share and issued five-year warrants to purchase an aggregate of1,839,189 common shares at a per-share price of 46 cents in a private placement.

In addition, the company received $558,667 through the exerciseof 1,698,075 warrants at a price of 33 cents. Total gross proceeds to the companyin the form of cash were about $1.9 million, according to a Form 8-K filed April8.

The foregoing amounts are inclusive of those reported , including the sale of 1,651,351common shares in a private placement to private individuals at a price of 37 centsper share together with warrants to purchase 825,676 common shares, and the exerciseof warrants to purchase 1,242,075 common shares at a price of 33 cents per share,resulting in aggregate proceeds of about $1.0 million.

Under the terms of the offering, for a period of 18 months, ifthe company sells common stock or common stock equivalents at a per-share purchase,exercise or conversion price less than 37 cents for a common share, it will issueadditional common shares to each purchaser in the offering.

The amount of additional common stock issued to each purchaserwill be equal to the purchasers' subscription amount divided by the adjusted purchaseprice less all common shares previously issued to the purchaser under this privateplacement. No additional warrants will be issued. The adjusted purchase price willnot be less than 30 cents per common share.

In addition, if the company, at any time during the first 18months of the exercise period of the warrants and before the issuance of all ofthe shares under the warrants, issues any common stock or common stock equivalentsentitling any person to acquire common shares at an effective price per share lessthan the then-current exercise price, then the exercise price will be adjusted tomatch the lowest price per share at which such common stock was issued or may beacquired pursuant to such common stock equivalents in the dilutive issuance. Theexercise price will not be reduced below 37.5 cents per share.