DOJA Cannabis Company Limited (CSE:DOJA) announced today that it has entered into an agreement with Canaccord Genuity Corp., as lead underwriter on behalf of a syndicate of underwriters, pursuant to which the Underwriters have agreed to purchase, on a bought deal, private placement basis, 15,000 units of the Company, each Initial Unit being comprised of one senior unsecured convertible debenture of the Company and 403 common share purchase warrants of the Company in the capital of the Company at a price of $1,000 per Unit for aggregate gross proceeds of $15,000,000.
Each Convertible Debenture shall be convertible into common shares of the Company at a price of $1.24 per share for a period of three years following the Closing Date (as defined herein). Each Warrant entitles the holder to acquire one Common Share at a price of $1.86 for a period of three years from the Closing Date.
The Convertible Debentures shall bear simple interest at a rate of 8.0% per annum from the date of issue and payable semi-annually in arrears on the last day of December and June in each year, commencing June 30, 2018. Interest will be computed on the basis of a 360 day year composed of twelve 30-day months. The June 30, 2018 interest payment will represent accrued interest for the period from the Closing Date to June 30, 2018.
The Underwriters shall have the option (the "Underwriters' Option") to acquire up to an additional 2,250 units (the "Additional Units" and, together with the Initial Units, the "Units") on the same terms as the Initial Units for additional gross proceeds of up to $2,250,000, exercisable by Canaccord Genuity (on behalf of the Underwriters) at any time up to 48 hours prior to the Closing Date. The Underwritten Offering together with the Underwriters' Option constitutes the "Offering".
The Convertible Debentures will be senior unsecured obligations of the Company and rank pari passu in right of payment of principal and interest with all other Convertible Debentures issued under the Offering and all previously existing senior unsecured indebtedness of the Company.
The Convertible Debentures and the Warrants comprising the Units and any Common Shares issuable upon conversion or exercise thereof, as applicable, will be subject to a statutory hold period lasting four months and one day following the Closing Date.
Beginning on the date that is four months plus one day following the Closing Date, should the daily volume weighted average trading price of the Common Shares be greater than $1.86 for any 10 consecutive trading days on the Canadian Securities Exchange (the "Exchange"), the Company may give notice to all holders of outstanding Convertible Debentures of the mandatory conversion of all of the then outstanding Convertible Debentures at the Conversion Price, such conversion taking place not less than 30 days' after the date of the notice.
The Company intends to use the net proceeds of the Offering for capital projects and for general corporate purposes. Closing of the Offering is expected to occur on or about December 28, 2017 (the "Closing Date"). The Offering is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the Exchange.
The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This press 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 State in which such offer, solicitation or sale would be unlawful.
DOJA™ is a premium cannabis lifestyle brand growing high-quality handcrafted cannabis flower. DOJA's wholly owned subsidiary is a licensed producer of cannabis under the ACMPR that has requested its Pre-Sales License Inspection, the last step prior to receiving a license to sell cannabis under the ACMPR. DOJA's state-of-the-art ACMPR licensed production facility is located in the heart of British Columbia's picturesque Okanagan Valley. DOJA was founded by the proven entrepreneurial team that started SAXX Underwear®.