VANCOUVER, BC, March 25,
2022 /CNW/ - Wildpack Beverage Inc. (TSXV: CANS)
(OTC: WLDPF) ("Wildpack" or the "Company") is pleased
to announce today the size and pricing of its previously announced
overnight marketed public offering (the "Offering") of
convertible debenture units (the "Offered Debenture Units")
of the Company at a price of C$1,000
per Offered Debenture Unit for total gross proceeds of C$5 million.
The Offering is being conducted by a syndicate of underwriters,
including Roth Canada, Inc., as lead underwriter and sole
bookrunner, and PI Financial Corp. (together, the
"Underwriters").
Each Offered Debenture Unit will consist of: (i) a principal
amount 8% convertible unsecured debenture (the "Convertible
Debentures") convertible into common shares of the Company at a
conversion price of $1.00 per common
share and maturing four years from the closing of the Offering (the
"Maturity Date"); and (ii) 500 common share purchase
warrants (the "Warrants"), with each Warrant entitling the
holder thereof to acquire one common share of the Company at
$1.50 per share for a period of two
years from the closing of the Offering.
The Company has granted the Underwriters an option, exercisable,
in whole or in part, at any time not later than the 30th
day following the closing of the Offering, to purchase up to an
additional 15% of the Offering for market stabilization purposes
and to cover over-allotments, if any (the "Over-Allotment
Option").
At any time and from time to time following the expiry of 36
months after the closing of the Offering, the Company may, at its
option, redeem pro rata all or part of the Convertible
Debentures, upon not less than 30 nor more than 60 days' prior
written notice, at a redemption price which is equal to 110% of the
principal amount thereof, plus any accrued and unpaid interest that
would otherwise be payable to the holder from the time of the
Optional Redemption until the Maturity Date.
The Company may force the conversion of all but not less than
all of the principal amount of the then outstanding Convertible
Debentures at a conversion price to be determined in the context of
the market.
The closing of the Offering is expected to occur on or about
March 31, 2022 and is subject to the
approval of the TSX Venture Exchange Inc. (the "TSXV") and
other necessary regulatory approvals. The Company will use
commercial reasonable efforts to obtain the necessary approvals to
list the Convertible Debentures, the Warrants, the common shares
issuable upon conversion of the Convertible Debentures and the
common shares issuable upon exercise of the Warrants on the
TSXV.
The net proceeds from the Offering will be used to fund the
acquisition of strategic canning-related businesses located in
the United States, capital
expenditures associated with such acquisitions, and for general
working capital purposes.
The Offered Debenture Units will be offered by way of (i) a
prospectus supplement (the "Prospectus Supplement") to
Wildpack's short form base shelf prospectus dated March 11, 2022 (the "Base Shelf
Prospectus"), which Prospectus Supplement is expected to be
filed on Monday, March 28, 2022 with
the securities commissions and other similar regulatory authorities
in each of the provinces of Canada, except Quebec; (ii) in the
United States by way of private placement pursuant to the
exemption from registration provided for under Rule 144A of the
United States Securities Act of 1933, as amended; and (iii) in
jurisdictions outside of Canada
and the United States as are
agreed to by the Company and the Underwriters on a private
placement or equivalent basis. Prior to forming an investment
decision, prospective investors should read the Base Shelf
Prospectus and the documents incorporated by reference therein,
including any marketing materials, which are available on the
Company's SEDAR profile available at www.sedar.com.
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 or to, or for the account or
benefit of, U.S. persons absent registration or an applicable
exemption from the registration requirements. 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 which such offer, solicitation or sale would be
unlawful.
WILDPACK BEVERAGE INC.
Per: "Mitch
Barnard"
Mitch
Barnard
Chief Executive Officer and
Director
Advisors
Fasken Martineau DuMoulin LLP is the legal advisor to Wildpack
Beverage Inc. Wildeboer Dellelce LLP is acting as legal counsel for
the Underwriters.
About Wildpack
Wildpack is engaged in beverage manufacturing and packaging,
operating in the middle market by providing sustainable aluminum
can filling, decorating, packaging, and sleeve and label printing
services to brands throughout the United
States. Wildpack currently operates indirectly through its
wholly owned subsidiaries and out of facilities in Baltimore, Maryland, Grand Rapids, Michigan, Atlanta, Georgia, Longmont, Colorado, Sacramento, California and Las Vegas, Nevada with a focus on digital
innovation and green ready-to-drink packaging. Wildpack commenced
trading on May 19, 2021 on the TSX
Venture Exchange under the symbol "CANS" and commenced trading on
February 23, 2022, on the OTCQB®
Venture Market under the symbol "WLDPF".
Forward-Looking Statements
This news release may contain "forward-looking statements"
within the meaning of applicable Canadian securities laws,
including, without limitation: our statements related to closing or
the use of proceeds of the Offering. Forward-looking statements are
necessarily based upon a number of estimates and assumptions that,
while considered reasonable by management, are inherently subject
to significant business, economic and competitive uncertainties,
and contingencies. These statements generally can be identified by
the use of forward-looking words such as "may", "should", "will",
"could", "intend", "estimate", "plan", "anticipate", "expect",
"believe" or "continue", or the negative thereof or similar
variations. Forward-looking statements involve known and unknown
risks, uncertainties and other factors that may cause future
results, performance or achievements to be materially different
from the estimated future results, performance or achievements
expressed or implied by those forward-looking statements and the
forward-looking statements are not guarantees of future
performance. Wildpack's statements expressed or implied by these
forward-looking statements are subject to a number of risks,
uncertainties, and conditions, many of which are outside of
Wildpack's control, and undue reliance should not be placed on such
statements. Forward-looking statements are qualified in their
entirety by the inherent risks and uncertainties surrounding the
Offering, including: that Wildpack's assumptions in making
forward-looking statements may prove to be incorrect; adverse
market conditions; risks inherent in the beverage manufacturing and
packaging sector in general; that future results may vary from
historical results; and competition in the markets where
Wildpack operates. Except as required by securities law, Wildpack
does not assume any obligation to update or revise any
forward-looking statements, whether as a result of new information,
events or otherwise.
Neither the TSXV nor its Regulation Services Provider (as
that term is defined in the policies of the TSXV) accepts
responsibility for the adequacy or accuracy of this news
release.
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SOURCE Wildpack Beverage Inc.