Tilray, Inc. Announces Pricing of its $90.4 Million Registered Offering
March 13 2020 - 9:10AM
Business Wire
Tilray, Inc. (“Tilray” or the “Company”) (Nasdaq: TLRY), a
global pioneer in cannabis production, research, cultivation and
distribution, announced today that it has priced an underwritten
registered offering of 7,250,000 shares of its Class 2 common stock
and, in lieu of Class 2 common stock, pre-funded warrants to
purchase 11,750,000 shares of Class 2 common stock, and
accompanying warrants to purchase 19,000,000 shares of its Class 2
common stock (or, for investors who so choose, pre-funded warrants
to purchase shares of Class 2 common stock) at a price to the
public of $4.76 per share and accompanying warrant (or $4.7599 per
pre-funded warrant and accompanying warrant). Tilray’s gross
proceeds from this offering are expected to be approximately $90.4
million, before deducting underwriting discounts and estimated
offering expenses. All of the securities in the offering are being
sold by Tilray. The warrants will be exercisable beginning six
months after issuance at a price of $5.95 per share of Class 2
common stock and have a term of five years commencing on the date
of exercisability. The offering is expected to close on March 17,
2020, subject to customary closing conditions.
The Company intends to use the net proceeds from the offering
for general corporate purposes.
Canaccord Genuity LLC is acting as sole book-running manager for
the offering.
The offering is being made only by means of a prospectus
supplement and an accompanying prospectus filed as part of an
automatically effective shelf registration statement filed with the
Securities and Exchange Commission (the “SEC”) on Form S- 3 on
September 11, 2019. The prospectus supplement and accompanying
prospectus for the offering will be filed with the SEC and will be
available on the SEC’s website, www.sec.gov. Copies of the
prospectus supplement and accompanying prospectus, when available,
may also be obtained from Canaccord Genuity LLC Attention:
Syndicate Department, 99 High Street, 12th Floor, Boston,
Massachusetts 02110, or by telephone at (617) 371-3900 or by e-mail
at prospectus@cgf.com.
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
these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About Tilray®
Tilray (Nasdaq: TLRY) is a global pioneer in the research,
cultivation, production and distribution of cannabis and
cannabinoids currently serving tens of thousands of patients and
consumers in 15 countries spanning five continents.
Forward-Looking Statements
This press release contains “forward-looking statements”, which
may be identified by the use of words such as, “may”, “would”,
“could”, “will”, “likely”, “expect”, “anticipate”, “believe,
“intend”, “plan”, “forecast”, “project”, “estimate”, “outlook” and
other similar expressions, including statements in respect of
Tilray`s expected use of net proceeds and the closing of the
offering. Forward-looking statements are not a guarantee of future
performance and are based upon a number of estimates and
assumptions of management in light of management’s experience and
perception of trends, current conditions and expected developments,
as well as other factors that management believes to be relevant
and reasonable in the circumstances, including assumptions in
respect of current and future market conditions. Actual results,
performance or achievement could differ materially from that
expressed in, or implied by, any forward-looking statements in this
press release, and, accordingly, you should not place undue
reliance on any such forward-looking statements, and they are not
guarantees of future results. Forward-looking statements involve
significant risks, assumptions, uncertainties and other factors
that may cause actual future results or anticipated events to
differ materially from those expressed or implied in any
forward-looking statements. Please see the heading “Risk Factors”
in Tilray’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2019, and in the prospectus supplement and
accompanying prospectus, for a discussion of the material risk
factors that could cause actual results to differ materially from
the forward-looking information. Tilray does not undertake to
update any forward-looking statements that are included herein,
except in accordance with applicable securities laws.
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version on businesswire.com: https://www.businesswire.com/news/home/20200313005243/en/
Media, Global: Chrissy Roebuck, +1-833-206-8161, news@tilray.com
Investors: Rachel Perkins, +1-646-277-1221,
rachel.perkins@icrinc.com
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