Zenabis Announces Pricing and Update to Terms of Public Offering
VANCOUVER, British Columbia, April 11, 2019 (GLOBE NEWSWIRE) -- Zenabis Global Inc (TSXV:ZENA) (“Zenabis” or the “Company”) announces that, further to the Company's press release dated April 10, 2019, its fully-marketed, “best efforts” offering (the "Offering") will be of units of the Company (each, a "Unit") at a price of $2.25 per Unit (the "Offering Price"). Each Unit will consist of one common share of the Company (each, a "Common Share") and one common share purchase warrant (each, a "Warrant") to purchase a Common Share at a price of $2.75 for a period of 36 months following the closing date of the Offering. With aggregate gross proceeds to the Company of approximately $25 million (before deducting commissions and estimated expenses of the Offering), the Company would be offering 11,111,111 Units.
The Company intends to use the net proceeds of the Offering to fund the cost of conversion of its facilities to cannabis production and for working capital. The Units will be offered pursuant to a prospectus supplement (the “Supplement”) to the Company’s short form base shelf prospectus dated April 9, 2019 (the “Shelf Prospectus”).
The Offering is being made through a syndicate of agents co-led by Eight Capital and GMP Securities L.P. (who will also act as joint book-runners), and including Canaccord Genuity Corp., Haywood Securities Inc. and Laurentian Bank Securities Inc. (collectively, the “Agents”).
The Company has granted to the Agents a 30-day over-allotment option to purchase, at the Offering Price, up to that number of Units equal to 15% of the number of Units offered in the Offering. The closing of the Offering will be subject to customary closing conditions, including the listing of the common shares on the TSX Venture Exchange.
The Supplement and the Shelf Prospectus contain important detailed information about the Offering. A copy of the Supplement and the Shelf Prospectus can be found under the Company’s profile on SEDAR at www.sedar.com.
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 these securities in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, state or jurisdiction.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Zenabis is a significant licensed cannabis cultivator of medical and recreational cannabis, and employs staff coast-to-coast, across facilities in Atholville, New Brunswick; Delta and Langley, B.C.; and Stellarton, Nova Scotia. In addition to gaining technologically advanced knowledge of plant propagation, the recent addition of state-of-the-art greenhouses in Langley provides Zenabis with 3.5 million square feet of facility space that can, upon full conversion, be dedicated to cannabis production.
If all facility space is fully built out and dedicated to production, Zenabis will own, and have access to, 660,000 square feet of high quality indoor cannabis production space, as well as 2.1 million square feet of greenhouse space at its Langley facility (an additional 700,000 square feet of greenhouse space will be used to continue the existing propagation business, to be converted at such a time that is beneficial to the strategic position of the company), strategically positioned on Canada’s coasts. These facilities, if fully converted for cannabis production, would have the design capacity to yield approximately 479,300 kg of dried cannabis annually, for both national and international market distribution. The Zenabis brand name is used in the medical market, while Namaste is used in the adult-use recreational market.
Forward Looking Information
This news release contains statements that may constitute “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information may include, among others, statements regarding the future plans, costs, objectives or performance of Zenabis, or the assumptions underlying any of the foregoing. In this news release, words such as “may”, “would”, “could”, “will”, “likely”, “believe”, “expect”, “anticipate”, “intend”, “plan”, “estimate” and similar words and the negative form thereof are used to identify forward-looking statements. In this news release, forward-looking statements relate, among other things, to: completion of the Offering, the use of the proceeds thereof, and the design capacity, conversion, expansion and optimization of our facilities. Forward-looking statements should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. No assurance can be given that any events anticipated by the forward-looking information will transpire or occur. Forward-looking information is based on information available at the time and/or management’s good-faith belief with respect to future events and are subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond Zenabis’ control. These risks, uncertainties and assumptions include, but are not limited to, those described in the Shelf Prospectus, a copy of which is available on SEDAR at www.sedar.com and could cause actual events or results to differ materially from those projected in any forward-looking statements. Furthermore, any forward-looking information with respect to available space for cannabis production is subject to the qualification that management of Zenabis may decide not to use all available space for cannabis production, and the assumptions that any construction or conversion would not be cost prohibitive, required permits will be obtained and the labour, materials and equipment necessary to complete such construction or conversion will be available. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Zenabis does not intend, nor undertake any obligation, to update or revise any forward-looking information contained in this news release to reflect subsequent information, events or circumstances or otherwise, except if required by applicable laws.