Cash Position to Exceed $45
Million
TSXV:ACB
/NOT FOR DISSEMINATION IN THE UNITED
STATES OR THROUGH U.S. NEWSWIRE SERVICES/
VANCOUVER, Oct. 11, 2016 /CNW/ - Aurora
Cannabis Inc. (the "Company" or "Aurora" or the "Issuer") (TSXV:
ACB) (OTCQB: ACBFF) (Frankfurt: 21P; WKN: A1C4WM) announced
today that it has entered into an agreement with a syndicate of
agents led by Canaccord Genuity Corp. (the "Agent") pursuant to
which the Company will issue on a private placement basis up to
$25 million aggregate principal
amount of unsecured convertible debentures (the "Debentures") at a
price of $1,000 per principal amount
of Debentures (the "Offering"). Furthermore, and pursuant to the
Offering, the Company will convert $10
million of pre-existing convertible debentures, bearing
interest at 10% per annum, into approx. 8,695,652 additional common
shares.
The Debentures will bear interest from the date of closing at 8%
per annum, payable semi-annually on June
30 and December 31 of each
year. The Debentures will have a maturity date of 24 months from
the Closing Date of the Offering (the "Maturity Date"). Net
proceeds from the Offering will be used primarily towards the
Company's planned capacity expansion, and for general working
capital purposes.
"This Offering, following our financings in August and
September, will place Aurora in an extremely powerful financial
position, with a current cash balance in excess of $45 million available to pursue all our strategic
initiatives," said Terry Booth, CEO.
"We are now one of the best capitalized companies, with one of the
strongest balance sheets in the cannabis sector. We have a large
number of initiatives underway that ensure the Aurora Standard will
remain the industry benchmark in terms of product quality,
production capacity, technological innovation, and overall customer
experience. We will continue to execute with discipline on our
business strategy, with the objective of building the most valuable
cannabis company in Canada."
The Debentures will be convertible at the option of the holder
into common shares of the Issuer (the "Common Shares") at any time
prior to the close of business on the Maturity Date. In addition,
the Debentures will be redeemable at the option of the Issuer any
time after 18 months upon the Company providing 30 days' advance
written notice, in accordance with the redemption terms. Subject to
the approval of the TSX Venture Exchange ("TSXV"), the Debentures
will be convertible into Common Shares at a conversion price of
$2.00 per common share (the
"Conversion Price"). Holders converting their Debentures will
receive accrued and unpaid interest thereon, up to, but not
excluding, the date of conversion.
If, following the closing of the Offering and prior to the
Maturity Date, the VWAP of the Common Shares on the TSXV for 10
consecutive trading days equals or exceeds $3.00, the Issuer may force conversion of all of
the principal amount of the Debenture at the Conversion Price, upon
giving Debenture holders 30 days advance written notice, in
accordance with the conversion terms.
Closing of the Offering is expected to occur on or about
October 25, 2016 (the "Closing
Date"). The Offering is in the form of a best efforts 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 Issuer and the
Agent, (ii) in the United States
only to Qualified Institutional Buyers (within the meaning of Rule
144A), and in each case in compliance with the securities laws of
the applicable states of the United
States, to investors that the Agent has reasonable grounds
to believe and does believe are Qualified Institutional Buyers, and
(iii) outside Canada and
the United States on a basis which
does not require the qualification or registration of any of the
Debentures or the Issuer.
On behalf of the Board of Directors,
AURORA CANNABIS INC.
Terry Booth
CEO
This news release contains certain "forward-looking
statements" within the meaning of such statements under applicable
securities law. Forward-looking statements are frequently
characterized by words such as "plan", "continue", "expect",
"project", "intend", "believe", "anticipate", "estimate", "may",
"will", "potential", "proposed" and other similar words, or
statements that certain events or conditions "may" or "will" occur.
These statements are only predictions. Various assumptions were
used in drawing the conclusions or making the projections contained
in the forward-looking statements throughout this news release.
Forward-looking statements are based on the opinions and estimates
of management at the date the statements are made, and are subject
to a variety of risks and uncertainties and other factors that
could cause actual events or results to differ materially from
those projected in the forward-looking statements. The Corporation
is under no obligation, and expressly disclaims any intention or
obligation, to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
except as expressly required by applicable law.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
SOURCE Aurora Cannabis Inc.