Not for distribution to U.S. Newswire Services or for dissemination in the United States.
INDIVA Closes $14,950,000 Public Financing of Units
LONDON, ON, February 13, 2018 – INDIVA Limited (TSX-V:NDVA) (“Indiva” or the “Company“), a federally-licensed producer of medical cannabis, is pleased to announce that it has closed its previously announced “bought deal” short form prospectus offering of units (“Units“) of the Company (the “Offering“), which included the exercise of the over-allotment option granted to the Underwriters (defined below) in full.
In connection with closing of the Offering, 14,238,150 Units were sold at a price of $1.05 per Unit (the”Issue Price“) for aggregate gross proceeds of $14,950,057.50. The Offering was completed by a syndicate of underwriters including Eight Capital, as sole bookrunner and lead underwriter, and PI Financial Corp. (the “Underwriters“).
Each Unit is comprised of one common share of the Company (a “Common Share“) and one Common Share purchase warrant (a “Warrant“). Each Warrant entitles the holder thereof to purchase one Common Share at an exercise price of $1.30 until February 13, 2020. If the volume weighted average price of the Common Shares on the TSX Venture Exchange is equal to or greater than $2.10 for any 10 consecutive trading days, the Company may, upon providing written notice to the holders of Warrants within 10 days of the occurrence of such event, accelerate the expiry date of the Warrants to the date that is 30 days following the date of such written notice.
As consideration for their services, the Underwriters received a cash commission equal to 7% of the gross proceeds of the Offering. As additional consideration, the Company issued a total of 996,670 compensation options to the Underwriters. Each compensation option is exercisable into one Unit at the Issue Price until February 13, 2020.
The Company intends to use the net proceeds of the Offering for capital expenditures, working capital and general corporate purposes, as more particularly described in the Company’s short form prospectus dated February 7, 2018.
The Units were offered and sold by way of a short form prospectus filed in each of the provinces of Canada, excluding Quebec.
INDIVA is a Canadian supplier of high quality, medical grade cannabis. INDIVA’s strain selection, cultivation and client care processes combine the know-how and experience of an internationally recognized and award-winning grow-team with GMP-compliant quality assurance standard operating procedures.
INDIVA’s wholly owned subsidiary is a Licensed Producer under Canada’s Access to Cannabis for Medical Purposes Regulation (“ACMPR“) with its first indoor cannabis production facility located in London, Ontario.
INDIVA aims to become a global marijuana brand recognized for high quality cannabis products and excellent client care. As marijuana laws liberalize in Canada, INDIVA will expand its product offering to include safe edibles and other client-friendly cannabis products. In addition, as marijuana laws liberalize internationally, INDIVA will use its Canadian operations as a platform to open new markets for its cannabis products.
Niel Marotta, CEO
Email: [email protected]
Steve Low, Investor Relations
Email: [email protected]
DISCLAIMER & READER ADVISORY
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) has in any way passed upon the merits of the Transaction and neither of the foregoing entities 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.
Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words “could”, “intend”, “expect”, “believe”, “will”, “projected”, “estimated” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the parties’ current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. The business of the Company is subject to a number of material risks and uncertainties. Please refer to the Filing Statement of the Company and other SEDAR filings for further details. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to the parties. Forward-looking statements in this news release include, but are not limited to, the Company’s inclusion in the Index. The forward looking information contained in this release is made as of the date hereof and the parties are not obligated to update or revise any forward looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward looking information. The foregoing statements expressly qualify any forward-looking information contained herein.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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 within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. Not for distribution to U.S. Newswire Services or for dissemination in the United States. Any failure to comply with this restriction may constitute a violation of U.S. Securities laws.