/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES FOR
DISSEMINATION IN THE UNITED
STATES/
EDMONTON, AB, June 3, 2020 /CNW/ - Alcanna Inc. (the
"Company") (TSX: CLIQ) and Aurora Cannabis Inc. ("Aurora") (NYSE:
ACB) (TSX: ACB) jointly announce that they have entered into an
agreement with a syndicate of underwriters led by Cormark
Securities Inc. (collectively, the "Underwriters") pursuant to
which the Underwriters have agreed to purchase, on a "bought deal"
basis, 9,200,000 common shares ("Common Shares") of the Company
currently held by Aurora (the "Offered Shares") at a price of
$3.00 per Offered Share and offer
them to the public by way of short form prospectus for total gross
proceeds to Aurora of approximately $27.6
million (the "Offering"). The Underwriters have not been
granted an over-allotment option.
The Offered Shares represent approximately 23% of the issued and
outstanding Common Shares of the Company and all of the Common
Shares held by Aurora. As a result of the Offering, Aurora will no
longer beneficially own, control or exercise direction over any
remaining Common Shares in the Company. No Common Shares are being
sold by the Company. The net proceeds from the Offering will be
paid directly to Aurora, and the Company will not receive any
proceeds from the Offering.
Closing of the Offering is expected to occur on or about
June 24, 2020, or such other date as
may be agreed upon by the Company, Aurora and the Underwriters, and
is subject to customary closing conditions and regulatory
approvals, including that of applicable securities regulatory
authorities.
The Offered Shares (i) will be qualified for distribution in
Canada by way of a short form
prospectus of the Company to be filed in each of the Provinces of
Canada, other than Quebec, (ii) may be offered in the United States on a private placement basis
to Qualified Institutional Buyers pursuant to an exemption from the
registration requirements provided by Rule 144A of the United
States Securities Act of 1933 (the "U.S. Securities Act"), as
amended, and applicable state securities laws, and (iii) may also
be offered in certain other jurisdictions outside of Canada and the
United States, in each case in accordance with all
applicable laws provided that no prospectus, registration statement
or similar document is required to be filed in such
jurisdictions.
No securities regulatory authority has either approved or
disapproved of the contents of this press release. 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 jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. This press release does
not constitute an offer of securities for sale in the United States. The Offered Shares have not
been and will not be registered under the U.S Securities Act and
such securities may not be offered or sold within the U.S. absent
registration under U.S. federal and state securities laws or an
applicable exemption from such registration requirements.
This press release is issued by Aurora pursuant to the early
warning requirements of National Instrument 62-103, which also
requires a report to be filed containing additional information
with respect to the foregoing matters (the "Early Warning
Report"). A copy of the Early Warning Report will appear under
Alcanna's profile on the SEDAR website at www.sedar.com
ABOUT ALCANNA
Alcanna is one of the largest private sector retailers of
alcohol in North America and the
largest in Canada by number of
stores – operating 231 locations in Alberta and British
Columbia. The Company also operates 31 cannabis retail
stores under the "Nova Cannabis" brand, with 30 locations in the
Province of Alberta and one in the
Province of Ontario. Alcanna's
common shares and convertible subordinated debentures trade on the
Toronto Stock Exchange under the symbols "CLIQ" and "CLIQ.DB",
respectively. Additional information about Alcanna Inc. is
available at www.sedar.com and the Company's website at
www.alcanna.com.
ABOUT AURORA
Aurora is a global leader in the cannabis industry serving both
the medical and consumer markets. Headquartered in Edmonton,
Alberta, Aurora is a pioneer in
global cannabis dedicated to helping people improve their lives.
Aurora's presence spans 25 countries across 5 continents with a
brand portfolio that includes Aurora, Aurora Drift, San Rafael '71,
Daily Special, AltaVie, MedReleaf, CanniMed, Whistler, and ROAR
Sports. Providing customers with innovative, high-quality cannabis
and hemp products, Aurora's brands continue to break through as
industry leaders in the medical, performance, wellness and
recreational markets wherever they are launched. For more
information, please visit our website at www.auroramj.com.
Aurora's common shares trade on the TSX and NYSE under the
symbol "ACB", and is a constituent of the S&P/TSX Composite
Index.
ALCANNA FORWARD-LOOKING INFORMATION
This news release contains forward-looking statements or
information (collectively "forward-looking statements") within the
meaning of applicable securities legislation. Forward-looking
statements are typically identified by words such as "continue",
"anticipate", "will", "should", "plan", "intention", and similar
words suggesting future events or future performance. All
statements and information other than statements of historical fact
contained in this news release are forward-looking statements. In
particular, this news release contains forward-looking statements
pertaining to the receipt of regulatory approvals, the completion
of the Offering, the timing of closing of the Offering, and the
impact on the trading price of the Common Shares following
completion of the Offering.
With respect to forward-looking statements contained in this
news release, the Company has made various assumptions in drawing
conclusions or making the projections contained in the
forward-looking statements in this news release. Although the
Company believes that the expectations reflected in the
forward-looking statements, and the assumptions on which such
forward-looking statements are made, are reasonable, especially
given the unprecedented uncertainty of the full extent and impact
of COVID-19, there can be no assurance that such expectations and
assumptions will prove to be correct. Readers should not place
undue reliance on forward-looking statements included in this news
release. Forward-looking statements are not guarantees of future
performance and involve a number of risks and uncertainties that
may cause actual performance and financial results to differ
materially from any estimates, forecasts or projections. These
risks and uncertainties include, among other things, the duration
and severity of the COVID-19 pandemic on the business, general
economic and political conditions in Canada (including Alberta), and globally; industry conditions,
including changes in government regulations; fluctuations in
foreign exchange or interest rates; failure to obtain regulatory
and third‐party consents and approvals when required; changes in
tax and other laws that affect us and our security holders; the
potential failure of counterparties to honour their contractual
obligations; stock market volatility; and the other factors
described in the Company's public filings (including the Annual
Information Form) available at www.sedar.com. Readers are cautioned
that this list of risk factors should not be construed as
exhaustive. The forward-looking statements contained in this news
release are made as of the date hereof. Except as expressly
required by applicable securities legislation, Alcanna does not
undertake any obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise. The forward-looking statements
contained in this news release are expressly qualified by this
cautionary statement.
AURORA FORWARD-LOOKING INFORMATION
This news release includes statements containing certain
"forward-looking information" within the meaning of applicable
securities law ("forward-looking statements").
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 forward-looking
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, estimates and
assumptions of management in light of management's experience and
perception of historical trends, current conditions and expected
developments at the date the statements are made, such as current
and future market conditions, the current and future regulatory
environment and future approvals and permits. Forward-looking
statements are subject to a variety of risks, uncertainties and
other factors that management believes to be relevant and
reasonable in the circumstances could cause actual events, results,
level of activity, performance, prospects, opportunities or
achievements to differ materially from those projected in the
forward-looking statements, including the risks associated with the
closing of the Offering, general business and economic conditions,
changes in laws and regulations, product demand, changes in prices
of required commodities, competition, the effects of and responses
to the COVID-19 pandemic and other risks, uncertainties and factors
set out under the heading "Risk Factors" in the Company's annual
information form dated September 10,
2019 (the "AIF") and filed with Canadian securities
regulators available on the Company's issuer profile on SEDAR at
www.sedar.com and filed with and available on the SEC's website at
www.edgar.gov. The Company cautions that the list of risks,
uncertainties and other factors described in the AIF is not
exhaustive and other factors could also adversely affect its
results. Readers are urged to consider the risks, uncertainties and
assumptions carefully in evaluating the forward-looking statements
and are cautioned not to place undue reliance on such information.
The Company 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 securities
law.
SOURCE Alcanna Inc.