CB2 Insights Inc. (“
CB2”
or the “
Company”) (CSE: CBII;
OTCQB: CBIIF), one of the largest integrative healthcare systems in
the United States, is pleased to announce that it has upsized and
closed its previously announced non-brokered private placement
financing (the "Placement") of units of the Company (the "Units")
led by Merida Capital Partners. The Company issued 34,253,641 Units
at an issue price of C$0.15 per Unit (the "Issue Price") for gross
proceeds to the Company of C$5,138,046.15. Each Unit is comprised
of one common share of CB2 (a “Share”) and one half of one common
share purchase warrant (each whole warrant a “Warrant“). Each
Warrant is exercisable to acquire one additional Common Share at an
exercise price of $0.20 for a period of twenty-four (24) months
following the closing date of the Offering. The Company paid
finder’s fees in the aggregate amount of $155,065.99 and issued an
aggregate of 1,333,778 warrants (the “Finder Warrants) to certain
parties in connection with the Offering. Each Finder Warrant
entitles the holder to purchase one Share at an exercise price of
$0.20 for a period of twenty-four (24) months following the closing
date of the Offering.
The Company plans to use the net proceeds from
the Placement for working capital purposes and strategic M&A
activities.
Prad Sekar, Chief Executive Officer of CB2
stated, “The significant upsizing of this placement from the
original $3 million announced on September 3, 2020, is a tremendous
vote of confidence in the company and our strategy. While organic
growth remains one of the key legs in our three-pronged growth
strategy, our existing infrastructure, management expertise and
unique business model of technology overlay on traditional primary
care services in the Unites States offers excellent potential for
highly accretive acquisitions. We are confident that the proceeds
of this placement will further accelerate our growth going
forward.”
The Offering is considered a related party
transaction within the meaning of Multilateral Instrument 61-101
(“MI 61-101”) as Peter Cummins, a director of the Company,
subscribed for 250,000 Units pursuant to the Offering. Such related
party transaction is exempt from the formal valuation and minority
shareholder approval requirements of MI 61-101 as neither the fair
market value of securities being issued to the related party nor
the consideration being paid by the related party exceeded 25% of
the Company's market capitalization. The participants in the
Offering and the extent of such participation were not finalized
until shortly prior to the completion of the Offering. Accordingly,
it was not possible to publicly disclose details of the nature and
extent of related party participation in the Offering pursuant to a
material change report filed at least 21 days prior to the
completion of the Offering.
All securities issued in connection with the
Offering will be subject to a statutory hold period of four months
and one day from the date of issuance in accordance with applicable
securities laws.
The Company is issuing 102,877 shares to certain
consultants and also announces that 2,485,134 previously issued
stock options have been surrendered to the Company and
cancelled.
About CB2 Insights
CB2 Insights (CSE:CBII) is a healthcare services and technology
company, working to positively impact patient health outcomes. Our
mission to mainstream alternative health treatments into
traditional healthcare by recognizing the need for patient
treatment diversity, and the impacts of integrating alternative and
conventional medicine. The Company works primarily to roster and
treat patients who are seeking alternative treatments due to the
ineffectiveness of conventional medicine, and the inability to find
support through their existing care network, or in some cases,
inability to access a primary care network. Medical services
offered by the Company are defined as Integrative medicine, where
we work to understand the real world evidence for the safety,
impact and effectiveness of medical treatments including plant
based medicines that often lack sufficient research and therefore
adoption by conventional healthcare providers.
To support patient care and positive health outcomes, the
Company is also focused on advancing safety and efficacy research
surrounding alternative health treatments by monitoring and
assessing Real-World Data (RWD) and providing Real-World Evidence
(RWE) through our proprietary technology, data analytics, and a
full service contract research organization.
The Company’s primary operations are in the United States, with
application to its insights, technology and research services
deployed in other International markets including Canada, United
Kingdom and Colombia.
The Company’s disciplined operating model allows patients to
receive access to care in a time efficient and cost-effective
manner. Utilizing virtual telehealth and over 31 physical brick and
mortar clinics, the Company currently treats over 100,000 patients
across 12 States. Utilizing proprietary technology and data
analytic platforms, the Company is able to monitor, study and
assess a variety of healthcare treatments and products for the
safety, efficacy, and effectiveness. The Company believes it is
well positioned to be the research and technology partner of choice
for multiple stakeholders including Big Pharma, Life Sciences,
Regulatory Bodies and Payors within the traditional and integrative
medical industry.
For more information please visit www.cb2insights.com.
The securities to be issued pursuant to the Offerings have not
been and will not be registered under the U.S. Securities Act of
1933, as amended (the "1933 Act"), or under any state securities
laws, and may not be offered or sold, directly or indirectly, or
delivered within the United States absent registration or
an applicable exemption from the registration requirements. This
news release does not constitute an offer to sell or a solicitation
to buy such securities in the United States.
The Canadian Securities Exchange ("CSE") has neither approved
nor disapproved the contents of this news release. Neither the CSE
nor its Market Regulator (as that term is defined in the policies
of the CSE) accepts responsibility for the adequacy or accuracy of
this release.
Forward Looking Statements
Statements in this news release that are forward-looking
statements are subject to various risks and uncertainties
concerning the specific factors disclosed here and elsewhere in
CB2’s filings with Canadian securities regulators. When used in
this news release, words such as "will, could, plan, estimate,
expect, intend, may, potential, believe, should," and similar
expressions, are forward-looking statements.
Forward-looking statements may include, without limitation,
statements regarding the Company’s unaudited financial results and
projected growth.
Although CB2 has attempted to identify important factors that
could cause actual results, performance or achievements to differ
materially from those contained in the forward-looking statements,
there can be other factors that cause results, performance or
achievements not to be as anticipated, estimated or intended,
including, but not limited to: dependence on obtaining regulatory
approvals; investing in target companies or projects which have
limited or no operating history and are subject to inconsistent
legislation and regulation; change in laws; reliance on management;
requirements for additional financing; competition; hindering
market growth and state adoption due to inconsistent public opinion
and perception of the medical-use and recreational-use marijuana
industry and; regulatory or political change.
There can be no assurance that such information will prove to be
accurate or that management's expectations or estimates of future
developments, circumstances or results will materialize. As a
result of these risks and uncertainties, the results or events
predicted in these forward-looking statements may differ materially
from actual results or events.
Accordingly, readers should not place undue reliance on
forward-looking statements. The forward-looking statements in this
news release are made as of the date of this release. CB2 disclaims
any intention or obligation to update or revise such information,
except as required by applicable law, and CB2 does not assume any
liability for disclosure relating to any other company mentioned
herein.
For additional information, please contact:
Investor Relations Department
1.855.847.4999 ext. 212
investors@cb2insights.com
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