Naturally Splendid Announces Update To Proposed Private Placement Financing
August 02 2016 - 9:01AM
Naturally Splendid Enterprises Ltd. (“Naturally
Splendid”) (TSX-V:NSP) (OTCQB:NSPDF) (Frankfurt:50N)
announced today that it is amending the terms of its previously
announced proposed private placement financing of up to 9,259,259
units (the “Units”) at a price of $0.27 per Unit for maximum gross
proceeds of up to $2,500,000 (the “Offering”). The Offering
will no longer be subject to a minimum offering amount. All
other terms of the Offering remain unchanged.
Naturally Splendid’s CEO, Mr. Craig Goodwin
stated, “We have had on-going conversations with multiple
investment dealers and can report there is significant interest in
our Offering. Our objective is to close the first tranche of
our Offering in the shortest time possible and the entire Offering
within the next few weeks.”
Each Unit offered will be comprised of one
common share of Naturally Splendid and one-half of one common share
purchase warrant (“Warrant”), with each whole Warrant entitling the
holder to purchase one additional common share at $0.35 per share
for a period of two years from the date of the issue.
Naturally Splendid will have the right to accelerate the expiry
date of the Warrants if, at any time, the average closing price of
Naturally Splendid’s common shares is equal to or greater than
$0.45 for 10 consecutive trading days. In the event of
acceleration, the expiry date will be accelerated to a date that is
30 days after Naturally Splendid issues a news release announcing
that it has elected to exercise this acceleration right.
The Offering will be completed to “accredited
investors” pursuant to National Instrument 45-106 – Prospectus and
Registration Exemptions (“NI 45-106”), to existing security holders
pursuant to BC Instrument 45-534 – Exemption from prospectus
requirement from certain trades to existing security holders (“BCI
45-534”) and to certain subscribers pursuant to B.C. Instrument
45-536 – Exemptions from prospectus requirement for certain
distributions through an investment dealer. The Offering of
securities pursuant to 45-534 is being made to existing security
holders who held shares of Naturally Splendid on June 2, 2016 (the
“Record Date”). Naturally Splendid confirms that there is no
material fact or material change regarding Naturally Splendid that
has not been generally disclosed.
Naturally Splendid plans to use the gross
proceeds of the Offering for product development and general
corporate purposes. In the event that Naturally Splendid receives
subscriptions above the maximum, Naturally Splendid will adjust the
subscriptions received on a pro-rata basis.
Subject to TSX Venture Exchange approval,
Naturally Splendid may pay finders a fee consisting of cash and
warrants from the proceeds of the proposed Offering.
Closing of the proposed Offering is subject to
the approval of the TSX Venture Exchange.
The securities described herein have not been,
and will not be, registered under the United States Securities Act
of 1933, as amended, (the “U.S. Securities Act”) or any state
securities laws, and accordingly, may not be offered or sold within
the United States except in compliance with the registration
requirements of the U.S. Securities Act and applicable state
securities requirements or pursuant to exemptions therefrom. This
news release does not constitute an offer to sell or a solicitation
of an offer to buy any of Naturally Splendid's securities in the
United States.
About Naturally Splendid Enterprises
Ltd.Naturally Splendid is a multifaceted biotechnology
company that is developing, producing, commercializing, and
licensing an entirely new generation of plant-derived, bioactive
ingredients, nutrient-dense foods, and related products. Naturally
Splendid is building an expanding portfolio of patents (issued and
pending) and proprietary intellectual property focused on the
commercial uses of industrial hemp and non-psychoactive cannabinoid
compounds in a broad spectrum of applications.
Naturally Splendid currently has six innovative
divisions: (1) Natera® brand of retail hemp superfood products
currently distributed throughout North America and Asia; (2) Chi
Hemp Industries Incorporated (Chii) is selling natural and organic
hemp products through e-commerce (3) PawsitiveFX® brand of pet care
products; (4) Simlpi Plant-Based Ingredients Division of
plant-derived bulk ingredients including patent-pending HempOmega®;
(5) The 12,000-square-foot POS / BPC Facility - which is managed
for Naturally Splendid by POS Bio-Sciences - is positioned to offer
commercial-scale custom processing solutions for biological
materials, such as functional foods and natural health ingredients
to a wide range of clients (6) hemp-based cannabinoid
nutraceuticals. The Company's advanced technologies, industry
expertise, and strategic partners allow for the creation of
customized solutions with a consistent focus on quality and
sustainability.
For more information e-mail info@naturallysplendid.com or
call 604-673-9573.
On Behalf of the Board of Directors
J. Craig Goodwin, CEO, Director
Naturally Splendid Enterprises Ltd. #108 19100 Airport Way,
Abbotsford, BC V3Y 0E2 Office: (604) 465-0548
Fax: (604) 465-1128
www.naturallysplendid.com
Forward-Looking Statements Information set
forth in this news release contains forward-looking statements that
are based on assumptions as of the date of this news release. These
statements reflect management's current estimates, beliefs,
intentions and expectations. They are not guarantees of future
performance. Naturally Splendid cautions that all forward looking
statements are inherently uncertain and that actual performance may
be affected by a number of material factors, many of which are
beyond Naturally Splendid's control including, but not limited to,
Naturally Splendid’s ability to complete the private placement
financing. Accordingly, actual and future events, conditions
and results may differ materially from the estimates, beliefs,
intentions and expectations expressed or implied in the forward
looking information. Except as required under applicable securities
legislation, Naturally Splendid undertakes no obligation to
publicly update or revise forward-looking information.
NEITHER 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.
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