Emerald Health Therapeutics Closes Initial Tranche of Private Placement
31 Dezembro 2019 - 12:58AM
Emerald Health Therapeutics, Inc. (“Emerald”) (TSXV: EMH; OTCQX:
EMHTF), announced today that it has closed the initial tranche of a
private placement which was announced on December 16, 2019.
Private Placement
Emerald has closed the initial tranche (the
"Initial Tranche") of its previously announced non-brokered private
placement (the "Private Placement") for gross proceeds of
$1,500,153. Pursuant to the closing of the Initial Tranche, Emerald
issued 5,172,942 units (each, a "Unit") at an issue price of $0.29
per Unit. All Units sold pursuant to the Initial Tranche were
purchased by Emerald Health Sciences Inc. ("Sciences"), a control
person of Emerald, and certain directors and officers of
Emerald.
Each Unit consists of one common share of
Emerald (each, a "Unit Share") and one common share purchase
warrant (each, a "Warrant"). Each Warrant entitles the holder
thereof to acquire one common share of Emerald (each, a "Warrant
Share") at a price of $0.385 per Warrant Share for a period of five
years following the date hereof. In the event that the closing sale
price of Emerald’s common shares (“Shares”) on the TSX Venture
Exchange, or such other principal exchange on which Emerald's
common shares are then trading, is greater than $0.75 per Share for
a period of ten consecutive trading days at any time after the date
hereof, Emerald may accelerate the expiry date of the Warrants by
giving written notice to the holder thereof and in such case the
Warrants will expire on the 15th day after the date on which such
notice is given by Emerald.
Emerald intends to use the net proceeds of the
Initial Tranche for general working capital purposes.
Secondary Offering
The previously announced sale by Sciences to a
single Canadian institutional accredited investor (the “Investor”)
of 5,785,119 common shares of Emerald (each, a "Secondary Share")
at a price of $0.235 per Secondary Share (the "Secondary Sale") has
also closed. Emerald did not receive any proceeds from the
Secondary Sale. The Secondary Shares were offered by way of a shelf
prospectus supplement filed in each of the provinces of Canada, in
accordance with National Instrument 44-101 Short Form Prospectus
Distributions and National Instrument 44-102 Shelf
Distributions.
As Sciences is a control person of Emerald, its
participation in the Private Placement is considered to be a
“related party transaction”, as defined under Multilateral
Instrument 61-101 (“MI 61-101”). The participation in the Private
Placement by the directors and officers of Emerald is also
considered to be a “related party transaction”, as defined under MI
61-101. Emerald has relied on the exemptions from the valuation and
minority shareholder approval requirements of MI 61-101 contained
in sections 5.5(b) and 5.7(a) thereof.
This press release will not constitute an offer
to sell or the solicitation of an offer to buy nor will there be
any sale of the securities in any state in which such offer,
solicitation, or sale would be unlawful. The securities being
offered have not been, nor will they be, registered under the
United States Securities Act of 1933, as amended, and may not be
offered or sold in the United States absent registration or an
applicable exemption from the registration requirements of the
United States Securities Act of 1933, as amended, and applicable
state securities laws.
About Emerald Health
Therapeutics
Emerald Health Therapeutics, Inc. is committed
to creating new consumer experiences with recreational and
wellness-oriented cannabis products. With an emphasis on innovation
and production excellence, Emerald has built a platform of distinct
operating assets designed to uniquely serve the Canadian
marketplace and international opportunities. Its 50%-owned Pure
Sunfarms (PSF) operation in British Columbia, with high quality,
affordably priced products, is in full production at its first 1.1
million square foot greenhouse operation, Delta 3. PSF’s second 1.1
million square foot greenhouse, Delta 2, is planned to be in full
production by the end of 2020. Emerald’s Verdélite premium craft
operation is fully licensed and in full production in its 88,000
square foot indoor facility in Québec. Its Metro Vancouver health
and wellness-oriented organic greenhouse and outdoor operation has
completed planting in the first of two 78,000 square foot
buildings. Its Emerald Naturals joint venture is creating a
completely new wellness product category with its non-cannabis
endocannabinoid-supporting product line and is expanding
distribution across Canada.
Please visit www.emeraldhealth.ca for more
information or contact: Jenn Hepburn, Chief Financial Officer (800)
757 3536 Ext. #5
Emerald Investor Relations (800) 757 3536 Ext.
#5invest@emeraldhealth.ca
Neither the 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.
Cautionary Note Regarding Forward-Looking
Statements: Certain statements made in this press release that are
not historical facts are forward-looking statements and are subject
to important risks, uncertainties and assumptions, both general and
specific, which give rise to the possibility that actual results or
events could differ materially from our expectations expressed in
or implied by such forward-looking statements. Such statements
include: the closing of subsequent tranches of the Private
Placement; the use of proceeds raised from the Private Placement;
obtaining required regulatory approvals; production and processing
capacity of various facilities; expansion of facilities; receipt of
hemp deliveries; and anticipated production costs.
We cannot guarantee that any forward-looking
statement will materialize, and readers are cautioned not to place
undue reliance on these forward-looking statements. These
forward-looking statements involve risks and uncertainties related
to, among other things, changes of law and regulations; changes of
government; failure to obtain regulatory approvals or permits;
failure to obtain necessary financing; results of production and
sale activities; results of scientific research; regulatory
changes; changes in prices and costs of inputs; demand for labour;
demand for products; failure of counter-parties to perform
contractual obligations; as well as the risk factors described in
Emerald’s annual information form and other regulatory filings. The
forward-looking statements contained in this press release
represent our expectations as of the date hereof. Forward-looking
statements are presented for the purpose of providing information
about management's current expectations and plans and allowing
investors and others to obtain a better understanding of our
anticipated operating environment. Readers are cautioned that such
information may not be appropriate for other purposes. Emerald
undertakes no obligations to update or revise such statements to
reflect new circumstances or unanticipated events as they occur,
unless required by applicable law.
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