Aleafia Health Announces Closing of $14.95 Million Bought Deal Offering, Including Full Exercise of the Over-Allotment Option...
May 29 2020 - 9:00AM
Aleafia Health Inc. (TSX: AH) (OTC: ALEAF) (“
Aleafia
Health” or the “
Company”) is pleased to
announce that it has closed its previously announced bought deal
offering for a total issuance today of 23,000,000 units (the
“
Units”) of the Company at a price of $0.65 per
Unit for aggregate gross proceeds of $14,950,000 (the
“
Offering”), which includes the full exercise of
the over-allotment option. The Offering was led by Eight Capital on
behalf of a syndicate of underwriters including Canaccord Genuity
Corp., BMO Capital Markets, Leede Jones Gable Inc., Raymond James
Ltd., Mackie Research Capital Corp., and PI Financial Corp.
(together, the “
Underwriters”).
Each Unit consisted of one common share in the
capital of the Company (a “Common Share”) and
one-half of one Common Share purchase warrant (each whole warrant,
a “Warrant”). Each Warrant shall entitle the
holder thereof to purchase one Common Share at an exercise price of
$0.80, for a period of 36 months following the closing of the
Offering.
The Company has paid the Underwriters a cash fee
of 6% of the aggregate gross proceeds, and an aggregate of 805,000
non-transferable compensation warrants, with each compensation
warrant being exercisable into Units at a price of $0.65 for a
period of 36 months following the closing of the Offering.
The Company intends to use the net proceeds of
the Offering for working capital and general corporate
purposes.
In connection with the Offering, effective May
27, 2020, the Company has changed its trading symbol from “ALEF” to
“AH” and it is expected that the Warrants issued in connection with
the Offering will commence trading on the Toronto Stock Exchange
(the “TSX”) on the date hereof under the symbol
“AH.WT.A”. The Offering is subject to final acceptance of the
TSX.
Gowling WLG (Canada) LLP acted as legal advisors
to Aleafia Health and Cassels Brock & Blackwell LLP acted as
legal advisors to the Underwriters on the Offering.
The Units, and securities underlying the Units,
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 may not be
offered or sold in the United States, to or for the account or
benefit of, persons in the United States or U.S. Persons (as
defined in Regulation S under the U.S. Securities Act) absent
registration or an applicable exemption from the registration
requirements of the U.S. Securities Act and in accordance with
applicable state securities laws. 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 Units or the securities
underlying the Units in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
Annual Shareholders’ Meeting
The Company also announced that it has filed on SEDAR its
management information circular for its upcoming annual and special
meeting (the “Meeting”) of shareholders. The
meeting will be held on Tuesday, June 30, 2020 at 10:00 a.m.
EDT.
Given COVID-19, the Company will be holding the Meeting as a
completely virtual meeting, which will be conducted via a web
interface. Shareholders will not be able to attend the Meeting in
person this year and are strongly encouraged to vote in advance of
the Meeting by proxy.
For Investor & Media Relations
Nicholas Bergamini, VP Investor
Relations1-833-879-2533IR@AleafiaHealth.com
Learn Morewww.AleafiaHealth.com About
Aleafia Health
Aleafia Health is a vertically integrated and
federally licensed Canadian cannabis company offering cannabis
health and wellness services and products in Canada and in
international markets. The Company operates medical clinics,
education centres and production facilities for the production and
sale of cannabis. Aleafia Health owns three significant licensed
cannabis production facilities, including the first large-scale,
legal outdoor cultivation facility in Canadian history. The Company
produces a diverse portfolio of commercially proven, high-margin
derivative products including oils, capsules and sprays. Aleafia
Health operates the largest national network of medical cannabis
clinics and education centres staffed by MDs, nurse practitioners
and educators and operates internationally in three continents.
Innovation, the heart of Aleafia Health’s competitive advantage,
has led to the Company maintaining a medical cannabis dataset with
over 10 million data points to inform proprietary illness-specific
product development and its highly differentiated education
platform FoliEdge Academy. The Company is committed to creating
sustainable shareholder value; the TSX Venture Exchange named
Aleafia the 2019 top performing company prior to its graduation to
the TSX.
Forward Looking Information
This news release contains forward-looking
information within the meaning of applicable Canadian and United
States securities laws. Often, but not always, forward-looking
information can be identified by the use of words such as “plans”,
“expects” or “does not expect”, “is expected”, “estimates”,
“intends”, “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” or “will” be
taken, occur or be achieved. Forward-looking information involves
known and unknown risks, uncertainties and other factors which may
cause the actual results, performance or achievements of the
Company or its subsidiaries to be materially different from any
future results, performance or achievements expressed or implied by
the forward-looking information contained in this news release.
Risks, uncertainties and other factors involved with
forward-looking information could cause actual events, results,
performance, prospects and opportunities to differ materially from
those expressed or implied by such forward-looking information,
including risks contained in the short form prospectus filed in
respect of the Offering and the documents incorporated by reference
therein, all of which are available on the Company’s SEDAR
profile at www.sedar.com. Although the Company believes that the
assumptions and factors used in preparing the forward-looking
information in this news release, including those regarding the
Offering, the intended use of proceeds and the receipt of requisite
TSX and securities regulatory approvals, are reasonable, undue
reliance should not be placed on such information and no assurance
can be given that such events will occur in the disclosed time
frames or at all. The forward-looking information included in this
news release are made as of the date of this news release and the
Company does not undertake any obligation to publicly update such
forward-looking information to reflect new information, subsequent
events or otherwise unless required by applicable securities
legislation.