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TORONTO, April 2, 2019 /CNW/ - 48North Cannabis Corp.
("48North" or the "Company") (TSXV:NRTH) is pleased to announce
that the Company has closed its previously announced "bought deal"
short form prospectus offering of units ("Units") of the Company
("Offering") for total gross proceeds of approximately $28.75 million, which included the exercise of
the over-allotment option granted to the Underwriters (defined
below) in full. Pursuant to the Offering, 21,139,760 Units were
sold at a price per Unit of $1.36
("Issue Price") for gross proceeds of $28,750,073.60. The Offering was completed by a
syndicate of underwriters including Eight Capital, as sole
bookrunner and lead underwriter, and Canaccord Genuity Corp.
("Underwriters").
Each Unit was comprised of one common share of the Company
("Common Share") and one-half of one Common Share purchase warrant
(each whole warrant, a "Warrant"). Each Warrant entitles the holder
thereof to purchase one Common Share at an exercise price of
$1.72, for a period of 60 months
following the closing of the Offering. If the volume weighted
average price of the Common Shares on the TSX Venture Exchange is
equal to or greater than $3.30 for
any 10 consecutive trading days, the Company may, within 10 days of
the occurrence of such event, provide written notice to the holders
of Warrants, supplemented by way of news release, of the
acceleration of the expiry date of the Warrants to the date that is
30 days following the date of such written notice.
As consideration for their services, the Underwriters received a
cash commission equal to 6.0% of the gross proceeds of the Offering
(excluding proceeds derived from certain purchasers on the
Company's president's list, for which the cash commission was
reduced to 3.0%). As additional consideration, the Company issued a
total of 1,195,416 compensation options to the Underwriters. Each
compensation option is exercisable into one Unit at the Issue Price
until April 2, 2022.
As described in the Prospectus (defined herein), the Company,
subject to applicable regulatory approvals, intends to use the
proceeds to develop its indoor cannabis production facility located
in Brantford, Ontario and its
100-acre outdoor farm in Brant County, Ontario, as well as for general corporate and
other working capital purposes.
"48North is pleased to announce that it has closed its
previously announced bought deal. 48North will use the proceeds of
the Offering to execute on its business plan, namely developing its
proposed 100-acre outdoor cultivation site in Brant County, and the
distribution of next-generation cannabis products to consumers for
retail sale in Canada come
October 2019", said Alison Gordon, co-CEO of 48North.
The Units were offered and sold by way of a short form
prospectus dated March 26, 2019 (the
"Prospectus") filed in each of the provinces of Canada, excluding Quebec.
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 the United
States 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.
About 48North
48North Cannabis Corp. (TSXV: NRTH) is a vertically
integrated cannabis company focused on the health and wellness
market through cultivation and extraction, as well as the creation
of innovative, authentic brands for next-generation cannabis
products. 48North is developing formulations and manufacturing
capabilities for its own proprietary products, as well as
positioning itself to contract manufacture similar products for
third parties. 48North operates two indoor-licensed cannabis
production sites in Ontario. 48North cultivates unique
genetics at its wholly owned subsidiaries, DelShen Therapeutics
Corp. ("DelShen") and 2599760 Ontario Corp. dba Good & Green
("Good & Green"), both Licensed Producers under the Cannabis
Act. In addition, subject to Health Canada approval, 48North
expects to operate a 100-acre organic farm providing 48North with
organic, sun-grown cannabis securing a significant first-mover
advantage in the production of low-cost, next-generation,
extract-based cannabis products. 48North has a growing portfolio of
brands that include Latitude, a women's cannabis platform
(explorelatitude.com), Mother & Clone, a rapid-acting
sublingual cannabis nanospray (momandclone.com) and Avitas, a
single strain vaporizer cartridge (avitasgrown.com).
DISCLAIMER & READER ADVISORY
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accept responsibility for the adequacy or
accuracy of this release. Certain statements contained in this
press release constitute forward-looking information. These
statements relate to future events or future performance. The use
of any of the words "could," "intend," "expect,"
"believe," "will," "projected," "estimated" and similar expressions
and statements relating to matters that are not historical facts
are intended to identify forward-looking information and are based
on the parties' current belief or assumptions as to the outcome and
timing of such future events. Actual future results may differ
materially. Forward-looking information in this news release
includes statements relating to the business plan and future
operations of the Company, including its application with Health
Canada for a cultivation licence for its 100-acre outdoor grow
property. Such statements are subject to risks and uncertainties
that may cause actual results, performance or developments to
differ materially from those contained in the forward-looking
information, including the possibility that the business plan
described herein will not be completed, that 48North may not derive
the expected benefits from such business plans, or that applicable
regulatory approvals will be obtained to carry out the activities
contemplated herein. The business of the Company is subject to a
number of material risks and uncertainties. Please refer to the
Company's SEDAR filings for further details, including the risk
factors in the annual information form of the Company dated
March 12, 2019 and the Prospectus.
Various assumptions or factors are typically applied in drawing
conclusions or making the forecasts or projections set out in
forward-looking information. Those assumptions and factors are
based on information currently available to the parties. The
material factors and assumptions include the Company being able to
obtain the necessary corporate, regulatory and other third-party
approvals, and licensing and other risks associated with the
Cannabis Act. The forward-looking information contained in this
release is made as of the date hereof and the parties are not
obligated to update or revise any forward-looking information,
whether as a result of new information, future events or otherwise,
except as required by applicable securities laws. Because of the
risks, uncertainties and assumptions contained herein, investors
should not place undue reliance on forward-looking information. The
foregoing statements expressly qualify any forward-looking
information contained herein.
SOURCE 48North Cannabis Co.