The Debentures are convertible into common shares of the Company (each, a "Share") at a conversion price of
The Company also has the right to force the conversion of all of the principal amount of the then outstanding Debentures at the Conversion Price upon giving the debenture holders not less than 30 days advance written notice, should the volume weighted average trading price of the Shares on the Canadian Securities Exchange be greater than
The Debentures shall bear interest at a rate of 10% per annum from the Closing Date, paid upfront in cash for the initial 6 months, thereafter payable quarterly in cash on the last business day of each calendar quarter. Any accrued but unpaid interest is convertible into Shares, at the option of the holder at the Conversion Price at any time following the Closing Date.
The Debentures are secured by way of an agency and interlender security agreement made in favour of a collateral agent acting as agent for all of the holders of the Debentures, and ranking pari passu with the secured convertible debentures issued by the Company on
On closing, the Company issued to the purchasers of the Debentures one Share purchase warrants (a "Warrant") for each Share underlying the Convertible Debenture purchased. The Warrants are exercisable for a period of two (2) years from issuance into Shares of the Company with each Warrant entitling the holder thereof to acquire one Share at an exercise price of
The Offering constituted a "related party transaction" as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") as
There were no broker warrants issued or commission paid in connection to the Offering.
All securities issued pursuant to this Offering are subject to a statutory hold period of four months and one day from the closing date of the Offering.
Warrant Expiry Extension
In addition, the Company announces the extension to the expiry date of a total of 5,687,000 outstanding common share purchase warrants (the "Prior Warrants") originally issued as part of a private placement that closed on
Prior Warrant holders are advised that replacement warrant certificates will not be issued and that the original warrant certificate must be presented to the Company in order to effect the exercise of such Prior Warrants.
An insider of the Company holds an aggregate of 244,000 Prior Warrants. The insider Prior Warrants extension is exempt from the valuation and minority shareholder approval requirements of Multilateral Instrument 61-101 ("MI 61-101") by virtue of the exemptions contain in section 5.5(a) and 5.7(1) (a) of MI 61-101 in that the fair market value of the Prior Warrants held by the insider does not exceed 25% of its market capitalization.
Corporate Update
The Company would like to further announce that
Furthermore, pursuant to the terms of the 2020 Debentures and the warrants issued pursuant to that prior offering (the "2020 Warrants"), the conversion price for the 2020 Debentures have been adjusted to match the Conversion Price, and the exercise price of the 2020 Warrants have been adjusted to match the Exercise Price. All other terms of the 2020 Debentures and the 2020 Warrants remain unchanged.
ABOUT
Canntab trades on the Canadian Securities Exchange under the symbol PILL, on the OTCQB under the symbol CTABF, and on the
FORWARD-LOOKING INFORMATION DISCLAIMER
Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release. Certain information in this press release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "expect", "potential", "believe", "intend" or negatives of these terms and similar expressions. Forward- looking statements are based on certain assumptions, including that the Company will meet its short term and long term goals, continue to grow revenues through domestic channels and international expansion, and general business, economic, competitive, political and social uncertainties will not prevent the Company from conducting its business. The Debentures, if converted upon the term thereof, can result in substantial dilution to investors.
While Canntab considers these assumptions to be reasonable, based on information currently available, they are inherently subject to significant business, economic and competitive uncertainties and contingencies and they may prove to be incorrect. Readers are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements also necessarily involve known and unknown risks, including without limitation, risks related to capital markets, general economic conditions, loss of markets, future legislative and regulatory development, the regulatory approval process, and the medical and recreational cannabis industry in
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in
No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.
View original content to download multimedia:https://www.prnewswire.com/news-releases/canntab-announces-closing-of-convertible-debenture-private-placement-warrant-expiry-extension-and-corporate-update-301473454.html
SOURCE
© Canada Newswire, source