/NOT FOR DISTRIBUTION IN THE UNITED STATES/
BOULDER, CO, Nov. 25, 2019 /CNW/ - Charlotte's Web Holdings,
Inc. ("Charlotte's Web", or the "Company") (TSX:CWEB, OTCQX:CWBHF),
the market leader in hemp CBD extract products, announces today
that it has entered into an agreement with Canaccord Genuity Corp.
(the "Lead Underwriter"), pursuant to which the Lead Underwriter,
together with a syndicate of underwriters (collectively, the
"Underwriters") have agreed to purchase, on an underwritten basis,
5,000,000 units of the Company (the "Units"), at a price of
C$13.25 per Unit (the "Offering
Price"), for aggregate gross proceeds to the Company of
C$66,250,000 (the "Offering").
Each Unit will be comprised of one common share of the Company
(a "Common Share") and one half of one common share purchase
warrant (each full warrant, a "Warrant"). Each Warrant will be
exercisable to acquire one common share (a "Warrant Share") for a
period of 2 years following the closing date of the Offering at an
exercise price of C$16.50 per Warrant
Share, subject to adjustment in certain events.
Charlotte's Web has also granted the Underwriters an option (the
"Over-Allotment Option") to purchase up to 750,000 additional Units
of the Company on the same terms as the Offering. If the
Over-Allotment Option is exercised in full, the aggregate gross
proceeds of the Offering will be C$76,187,500.
Net proceeds from the Offering will be used primarily to fund
the Company's business development and for general working capital
purposes.
The Units will be offered in each of the provinces of
Canada, other than Québec,
pursuant to the Company's base shelf prospectus dated April 8, 2019 (the "Base Prospectus") and may
also be offered by way of private placement in the United States to "qualified institutional
buyers". The terms of the Offering will be described in a
prospectus supplement (the "Supplement") to be filed with the
securities regulators in each of the provinces of Canada, except Québec.
Copies of the Supplement, following filing thereof, and
accompanying Base Prospectus may be obtained on SEDAR at
www.sedar.com and from Canaccord Genuity Corp., 161 Bay Street,
Suite 3000, Toronto, ON M5J 2S1.
The Base Prospectus contains, and the Supplement will contain,
important detailed information about the Company and the Offering.
Prospective investors should read the Supplement and accompanying
Base Prospectus and the other documents the Company has filed on
SEDAR at www.sedar.com before making an investment decision.
Closing of the Offering is expected to occur on or about
December 3, 2019 and is subject to
certain conditions including, but not limited to, the receipt of
all necessary regulatory and stock exchange approvals, including
the approval of the Toronto Stock Exchange and the applicable
securities regulatory authorities.
No securities regulatory authority has either approved or
disapproved of the contents of this news release. The common shares
have not been and nor will they be registered under the United
States Securities Act of 1933, as amended (the "U.S. Securities
Act") or any state securities laws. Accordingly, the common shares
may not be offered or sold within the
United States unless registered under the U.S. Securities
Act and applicable state securities laws or pursuant to exemptions
from the registration requirements of the U.S. Securities Act and
applicable state securities laws. This news release does not
constitute an offer to sell or a solicitation of an offer to buy
any securities of Charlotte's Web in any jurisdiction in which such
offer, solicitation or sale would be unlawful.
About Charlotte's Web Holdings, Inc.
Charlotte's Web
Holdings, Inc. is the market leader in the production and
distribution of innovative hemp-derived cannabidiol ("CBD")
wellness products. Founded by the Stanley Brothers, the Company's
premium quality products start with proprietary hemp genetics that
are responsibly manufactured into hemp-derived CBD extracts
naturally containing a full spectrum of phytocannabinoids,
including CBD, terpenes, flavonoids and other beneficial hemp
compounds. Industrial hemp products are non-intoxicating.
Charlotte's Web product categories include CBD oil tinctures
(liquid products), CBD capsules, CBD topicals, as well as CBD pet
products. Charlotte's Web hemp-derived CBD extracts are sold
through select distributors, brick and mortar retailers, and online
through the Company's website at www.CharlottesWeb.com. The rate
the Company pays for agricultural products reflects a fair and
sustainable rate driving higher quality yield, encouraging good
farming practices, and supporting U.S. farming communities.
Charlotte's Web is a socially conscious company and is committed
to using business as a force for good and a catalyst for
innovation. The Company weighs sound business decisions with
consideration for how its efforts affect its employees, customers,
the environment, and the communities where its employees live and
where it does business, while maximizing profits and strengthening
its brands. The Company's management believes that socially
oriented actions have a positive impact on the Company, its
employees and its shareholders. Charlotte's Web donates a portion
of its pre-tax earnings to charitable organizations.
Shares of Charlotte's Web trade on the Toronto Stock Exchange
(TSX) under the symbol "CWEB" and are quoted in U.S. Dollars in
the United States on the OTCQX
under the symbol "CWBHF". As of November 22,
2019, Charlotte's Web had 58,572,809 Common Shares
outstanding and 100,520.8075 Proportional Voting Shares convertible
at 400:1 into Common Shares, for an effective equivalent of
98,781,132 Common Shares outstanding.
Forward-Looking Information
Certain information in this news release constitutes
forward-looking statements and forward-looking information
(collectively, "forward-looking information"). In some cases, but
not necessarily in all cases, forward looking information can be
identified by the use of forward-looking terminology such as
"plans", "targets", "expects" or "does not expect", "is expected",
"an opportunity exists", "is positioned", "estimates", "intends",
"assumes", "anticipates" or "does not anticipate" or "believes", or
variations of such words and phrases or state that certain actions,
events or results "may", "could", "would", "might", "will" or "will
be taken", "occur" or "be achieved". In addition, any statements
that refer to expectations, projections or other characterizations
of future events or circumstances contain forward-looking
information. Statements containing forward-looking information are
not historical facts but instead represent management's
expectations, estimates and projections regarding future events. In
particular, this news release contains forward-looking information
relating to the Offering, the use of the net proceeds from the
Offering, the timing and ability of the Company to obtain all
necessary approvals, and any other information contained herein
that is not a historical fact.
Forward-looking information is necessarily based on a number
of opinions, assumptions and estimates that, while considered
reasonable by the Company as of the date of this news release, are
subject to known and unknown risks, uncertainties, assumptions and
other factors that may cause the actual results, level of activity,
performance or achievements to be materially different from those
expressed or implied by such forward-looking information, including
but not limited to the factors described in greater detail in the
public documents of the Company available at www.sedar.com. These
factors are not intended to represent a complete list of the
factors that could affect the Company; however, these factors
should be considered carefully. There can be no assurance that such
expectations, estimates, projections and assumptions will prove to
be correct. The forward-looking statements contained in this news
release are made as of the date of this news release, and the
Company expressly disclaims any obligation to update or alter
statements containing any forward-looking information, or the
factors or assumptions underlying them, whether as a result of new
information, future events or otherwise, except as required by
law.
SOURCE Charlotte’s Web Holdings, Inc.