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A total of 30,705,000 Units were sold at a price of $0.15 per Unit (the "Issue Price") for aggregate gross proceeds of
Each Unit is comprised of one common share of the Company (each, a "Common Share", and each Common Share comprising a Unit, a "Unit Share") and one Common Share purchase warrant of the Company (each, a "Unit Warrant"). Each Unit Warrant entitles the holder thereof to purchase one Common Share (each, a "Warrant Share") at an exercise price of
In consideration for their services, the Underwriters received a cash commission equal to 7.0% of the gross proceeds of the Offering and non-transferable compensation options (the "Compensation Options") equal to 7.0% of the Units sold in the Offering. Each Compensation Option is exercisable at the Issue Price to acquire one Unit for a period of 24 months following the closing of the Offering.
The Offering, and the listing of the Unit Shares and the Warrant Shares, is subject to
The net proceeds of the Offering will be used for general corporate and working capital purposes.
Certain directors and officers of the Company (collectively, the "Insiders") participated in the Offering for an aggregate of 2,035,000 Units in the Offering for $305,250.00 (the "Insider Participation"). The participation of the aforementioned Insiders in the Offering constitutes a "related party transaction" within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company is relying upon an exemption from the formal valuation and minority shareholder approval requirements under MI 61-101 in respect of the Insider Participation, in reliance on Sections 5.5(b) and 5.7(1)(a) of MI 61-101, respectively, as the Company is not listed or quoted on the stock exchanges set out therein and the fair market value of the Insider Participation does not exceed 25% of the Company's market capitalization as determined in accordance with MI 61-101.
The Insider Participation was approved by members of the board of directors of the Company who are independent for purposes of the Insider Participation. No special committee was established in connection with the Insider Participation, and no materially contrary view or abstention was expressed or made by any director of the Company in relation thereto.
Khiron is a leading vertically integrated international medical cannabis corporation with core operations in Latin America and
Mexico. The Company is led by co-founder and Chief Executive Officer, Alvaro Torres, together with an experienced and diverse executive team and board of directors.
Visit Khiron online at https://investors.khiron.ca/corporate-information.
Linkedin https://www.linkedin.com/company/khiron-life-sciences-corp/.
Forward-Looking Statements
This press release contains "forward-looking information" and "forward-looking statements" within the meaning of applicable Canadian and
Developing forward-looking information involves reliance on several assumptions and considerations of certain risks and uncertainties, some of which are specific to Khiron and others that apply to the industry generally.
The risk factors and uncertainties that could cause actual results to differ materially from the anticipated results or expectations expressed in this press release, include, without limitation: that the Company's use of proceeds of the Offering may differ from those indicated; additional financing requirements; adverse market conditions; and other risk factors described from time to time in Khiron's OTC and Canadian securities filings. For additional information about assumptions and risks and uncertainties applicable to Khiron, please refer to Khiron's Annual Information Form which is available on Khiron's SEDAR profile at www.sedar.com.
Readers are cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking information. The forward-looking information contained herein is made as of the date of this press release and is based on the beliefs, estimates, expectations and opinions of management on the date such forward-looking information is made. The Company undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, estimates or opinions, future events or results or otherwise or to explain any material difference between subsequent actual events and such forward- looking information, except as required by applicable law.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.
The securities offered in the Offering have not been and will not be registered under the
SOURCE
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