The Debentures will:
- mature on the date that is 36 months from the date of issuance;
- bear interest at the rate of 7.0% per annum, computed on the basis of a 360-day year composed of twelve 30-day months, and payable semi-annually on the last day of June and December of each year, commencing on June 30, 2018;
- be convertible, at the option of the holder, into common shares in the capital of the Company (each, a “Share”) at a conversion price of $1.50 per Share; and
- be convertible, at the option of the Company, into Shares if, at any time commencing four months plus one day following the closing date of the Financing, the daily volume weighted average trading price of the Shares on the TSX Venture Exchange (the “TSXV”) (or such other stock exchange or quotation system as the Shares are then principally listed or quoted) for any consecutive 10 day trading period is greater than $2.25 per Share.
The proceeds of the Financing are expected to be used by the Company to make strategic acquisitions in the cannabis industry and for general working capital and corporate purposes.
“This financing will provide ABcann further capital to evaluate additional accretive opportunities as we strengthen our cash position to over $70 million,” commented Barry Fishman, CEO and director of ABcann. “The stronger cash position will give us greater flexibility to execute our growth strategy, complete our current construction, and obtain larger-scale, cost-effective production capacity, which may include a greenhouse approach.”
Completion of the Financing will be subject to various conditions, including execution of definitive agreements, the receipt of the approval of the TSXV, and the conversion of existing secured convertible debentures of the Company in the principal amount of $15 million into Shares in accordance with the terms thereof.
The Debentures, and the Shares into which the Debentures may be converted (collectively, the “Securities”), will be subject to restrictions on resale under applicable Canadian securities laws for a period of four months and one day from the closing of the Financing. None of the Securities have been or will be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities, in any jurisdiction in which such offer, solicitation or sale would require registration or otherwise be unlawful.
About ABcann:
ABcann holds production and sales licenses from Health Canada. Its flagship facility in Napanee, Ontario contains proprietary plant-growing technology, centred on its specially designed, environmentally-controlled growing chambers. This approach results in the production of pharmaceutical-grade cannabis products.
The Company is expanding its cultivation capacity and pursuing partnership and product development opportunities domestically, as well as in select international markets, such as Germany, Australia and Israel.
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