Emerald Health Therapeutics, Inc. (TSXV:EMH) (OTCQX:EMHTF) has entered into a binding term sheet with a single Canadian institutional accredited investor under which the Investor has agreed, subject to certain customary conditions, to purchase 3,000,000 units of the Company at a price of $5.00 per Unit for total gross proceeds of $15,000,000. The securities forming the Units will be qualified under a shelf prospectus supplement to be filed by Emerald prior to closing.
Each Unit will consist of one common share of the Company and one common share purchase warrant (a “Warrant”). Each Warrant will entitle the Investor to acquire one common share of the Company (a “Warrant Share”) at a price of $6.00 per Warrant Share for a period of 36 months following the closing of the Offering. In the event that the closing sale price of the Company’s common shares (the “Common Shares”) on the TSX Venture Exchange is greater than $8.00 per Common Share for a period of 10 consecutive trading days at any time after the closing of the Offering, the Company may accelerate the expiry date of the Warrants by giving notice to the Investor and in such case the Warrants will expire on the 30th day after the date on which such notice is given by the Company.
The Investor has also agreed to purchase from Emerald Health Sciences Inc. (“Sciences”), a control person of the Company, 2,000,000 Common Shares held by Sciences at a price of $5.00 per share (the “Secondary Sale”). The Secondary Sale will close concurrently with the closing of the Offering.
The Company intends to use the net proceeds of the Offering for its production and R&D-related growth plans, working capital and general corporate purposes.
The Units will be offered by way of a shelf prospectus supplement to be filed in all of the provinces of Canada, except Quebec, pursuant to National Instrument 44-101 - Short Form Prospectus Distributions. The Secondary Sale will be completed pursuant to a Form 45-102F1 Notice of Intention to Distribute Securities under Section 2.8 of NI 45-102 Resale of Securities filed by Sciences today.
The closing date of the Offering and the Secondary Sale is expected to be on or about January 10, 2018 and is subject to certain conditions including, but not limited to, the Investor being satisfied with the results of its due diligence, no material adverse change and the receipt of all necessary approvals, including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities.
This press release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful. 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 absent registration or an applicable exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws.
Emerald Health Therapeutics, Inc.
Emerald Health Therapeutics, Inc. (TSXV:EMH) (OTCQX:EMHTF) operates through Emerald Health Botanicals Inc. ("Botanicals"), a wholly owned subsidiary and Licensed Producer under Canada’s Access to Cannabis for Medical Purposes Regulations. Through Botanicals, Emerald is authorized to produce and sell dried medical cannabis flower and medical cannabis oil. It currently operates an indoor facility in Victoria, BC, and is building a 500,000 s.f. greenhouse on 32 acres in Metro Vancouver, with expansion potential to 1 million s.f. to serve the anticipated legal Canadian adult-use cannabis market starting in 2018. Emerald also owns 50% of Pure Sunfarms Inc., a partnership with Village Farms International Inc. that is converting an existing 1.1 million s.f. greenhouse in Delta, BC from growing tomatoes to growing cannabis. Emerald’s team is highly experienced in life sciences, product development and large-scale agribusiness. Emerald is part of the Emerald Health group, which is broadly focused on developing pharmaceutical, botanical and nutraceutical products designed to provide wellness and medical benefits by interacting with the human body’s endocannabinoid system.
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Emerald Health Announces $15 Million Prospectus Sale; Concurrent Secondary Sale
