/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES
OR FOR DISSEMINATION IN THE U.S./
TORONTO, Jan. 19, 2021 /CNW/ - Namaste Technologies
Inc. ("Namaste" or the "Company") (TSXV: N)
(FRANKFURT: M5BQ) (OTCMKTS: NXTTF), a leading platform for cannabis
products, accessories, and education, is pleased to announce that
it has closed its previously announced "bought deal" public
offering (the "Offering") for total gross proceeds of
$23,023,000. The Company sold
65,780,000 units of the Company (the "Units") at a price of
C$0.35 per Unit under the Offering,
including 8,580,000 Units sold pursuant to the exercise in full of
the underwriters' over-allotment option.
Each Unit consists of one common share (a "Common Share")
and one common share purchase warrant (a "Warrant"). Each
Warrant entitles the holder thereof to acquire one Common Share at
an exercise price per Common Share of C$0.47 until January 19,
2024. The TSX Venture Exchange (the "Exchange") has
conditionally accepted the Warrants for listing and the Warrants
are expected to be posted for trading on the Exchange later in the
week under the ticker symbol N.WT.B.
Canaccord Genuity Corp., as lead underwriter, and Haywood
Securities Inc., acted as underwriters for the Offering.
The underwriters received a cash underwriting fee equal to 6.0%
of the aggregate gross proceeds of the Offering and were issued
compensation options equal to 6.0% of the aggregate number of Units
sold under the Offering (the "Compensation Options").
Each Compensation Option is exercisable until January 19, 2023 to acquire one common share of
the Company at an exercise price of $0.35.
In connection with the Offering, the Company filed a prospectus
supplement dated January 15, 2021
(the "Prospectus Supplement") to the Company's short form
base shelf prospectus dated September 16,
2020 (the "Base Shelf Prospectus") with the
securities commissions or similar securities regulatory authorities
in each of the provinces of Canada
(other than Quebec).
The Company expects to use the net proceeds from the Offering
for the further development and expansion of its business and for
working capital and general corporate purposes, as further
described in the Prospectus Supplement.
Copies of the Prospectus Supplement and accompanying Base Shelf
Prospectus may be obtained under the Company's profile on SEDAR at
www.sedar.com and from Canaccord Genuity Corp., 161 Bay Street,
Suite 3000, Toronto, ON M5J
2S1.
No securities regulatory authority has either approved or
disapproved of the contents of this news release. The securities
comprising the Units 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 securities comprising the Units 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 Namaste in any jurisdiction in which such offer, solicitation or
sale would be unlawful.
About Namaste Technologies Inc.
Headquartered in
Toronto, Canada, Namaste
Technologies is a leading online platform for cannabis products,
accessories, and responsible education. The Company's 'everything
cannabis store', CannMart.com, provides medical customers with a
diverse selection of hand-picked products from a multitude of
federally licensed cultivators, all on one convenient site. The
Company also distributes licensed and in-house branded cannabis and
cannabis derived products to recreational consumers in Canada through a number of provincial
government control boards and retailing bodies and facilitates
licensed cannabis retailer sales online in Saskatchewan.
Namaste's global technology and continuous innovation address local
needs in a burgeoning cannabis industry requiring smart
solutions.
Information on the Company and its many products can be accessed
through the links below:
NamasteTechnologies.com
NamasteMD.com
Cannmart.com
FORWARD-LOOKING INFORMATION – This news release
contains "forward-looking information" within the meaning of
applicable securities laws. All statements contained herein that
are not historical in nature contain forward-looking information.
Forward-looking information can be identified by words or phrases
such as "may", "expect", "likely", "should", "would", "plan",
"anticipate", "intend", "potential", "proposed", "estimate",
"believe" or the negative of these terms, or other similar words,
expressions and grammatical variations thereof, or statements that
certain events or conditions "may" or "will" happen. The
forward-looking information contained herein, including, without
limitation, statements related to the use of proceeds from the
Offering and listing of the Warrants on the Exchange, are made as
of the date of this press release and is based on assumptions
management believed to be reasonable at the time such statements
were made, including the Company's ability to use the proceeds in
the manner set out in the Prospectus Supplement and final
acceptance of the Exchange for the listing of the Warrants, as well
as the assumptions and risks that are described from time to time
in the Company's public securities filings, including the Company's
Annual Information Form, as well as other considerations that are
believed to be appropriate in the circumstances. While we consider
these assumptions to be reasonable based on information currently
available to management, there is no assurance that such
expectations will prove to be correct. By its nature,
forward-looking information is subject to inherent risks and
uncertainties that may be general or specific and which give rise
to the possibility that expectations, forecasts, predictions,
projections or conclusions will not prove to be accurate, that
assumptions may not be correct and that objectives, strategic goals
and priorities will not be achieved. A variety of factors,
including known and unknown risks, many of which are beyond our
control, could cause actual results to differ materially from the
forward-looking information in this press release. Such factors
include, without limitation: the Company requiring additional funds
to complete the activity or nature of the expenditure for which the
proceeds of the Offering are to intended to be used, the Company's
inability to satisfy the Exchange's listing requirements for the
posting for trading of the Warrants, including distribution of the
Warrants to a minimum number of public board lot holders, and
additional risk factors that can be found in the Company's current
MD&A and annual information form, both of which have been filed
under the Company's SEDAR profile at www.sedar.com. Readers are
cautioned not to put undue reliance on forward-looking information.
The Company undertakes no obligation to update or revise any
forward-looking information, whether as a result of new
information, future events or otherwise, except as required by
applicable law. Forward-looking statements contained in this news
release are expressly qualified by this cautionary
statement.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release or has in any way approved or disapproved
of the contents of this press release.
SOURCE Namaste Technologies Inc.