Body and Mind (BAMM-Cse) Cdn$10 Million PP Financing
Apr 30, '19 - NR
Body and Mind intends to offer, on a private placement basis, up to 8,000,000 of units of the Company (the "Units") at a price of C$1.25 per Unit for aggregate gross proceeds of up to C$10-million (the "Offering").
Each Unit will be comprised of one common share (each, a "Common Share") and one common share purchase warrant of the Company (each, a "Warrant"). Each Warrant will be exercisable to acquire one common share of the Company (each, a "Warrant Share") at an exercise price of C$1.50 for a period of 48 months from the closing of the Offering, subject to adjustment in certain events. The Company has granted an option to sell up to an additional C$10 million of Units on the same terms, which option is exercisable upon written notice to the company not less than three business days prior to the closing of the Offering.
The Units are to be offered and sold by private placement (i) in Canada to "accredited investors" within the meaning of National Instrument 45-106 and other exempt purchasers in each province of Canada, as agreed upon by the Company and the Agents, (ii) in the United States to "accredited investors" (as such term is defined under Rule 501(a) of Regulation D under the United States Securities Act of 1933, as amended (the "U.S. Securities Act")) pursuant to the exemption from the registration requirements provided by Rule 506(b) of Regulation D under the U.S. Securities Act and any applicable state securities laws, and (iii) outside Canada and the United States on a basis which does not require the qualification or registration of any of the Units.
The net proceeds received by the Company from the Offering will be used for expanding production capacity, building out dispensaries, expansion of operations and for working capital and general corporate purposes.
The closing of the Offering is expected to occur on or about May 10, 2019 and is subject to receipt of all applicable approvals and other customary conditions to closing, including the approval of the Canadian Securities Exchange.
The securities being offered have not been and will not be registered under the U.S. Securities Act, or any state securities laws of the United States, 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, these securities will not be offered or sold to persons within the United States unless an exemption from the registration requirements of the U.S. Securities Act. This news release does not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there by any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The securities to be issued pursuant to the Offering will be "restricted securities" as defined under Rule 144(a)(3) of the U.S. Securities Act and will contain the appropriate restrictive legends as required under the U.S. Securities Act and under National Instrument 45-102 of the Canadian Securities Administrators.
Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.
For more information please contact:
Body and Mind Inc.
Michael Mills
Tel: 800-361-6312
mmills@bamcannabis.com
Website: newsfilecorp.com |
