New Wave Holdings Corp. (CSE: SPOR, FWB:0XM2, OTC:TRMND)
(“
New Wave” or the
“
Company”), is pleased to announce a proposed
offering of up to 12,122,000 units (the “
Units”)
at an offering price of $0.33 per Unit (the “
Issue
Price”), for aggregate gross proceeds of up to $4,000,260
(the “
Offering”). The Units will be offered on a
best efforts basis by Eight Capital, as agent for the Company (the
“
Agent”), by way of a private placement.
Each Unit will be comprised of one common share
in the capital of the Company (a “Common Share”)
and one common share purchase warrant (a
“Warrant”). Each Warrant shall entitle the holder
thereof to purchase one Common Share at an exercise price of $0.45,
for a period of 24 months following the closing of the Offering
(the “Closing Date”).
The Company has agreed to grant the Agent an
over-allotment option (the “Over-Allotment
Option”) to purchase up to an additional 50% of the Units
at the Issue Price, exercisable in whole or in part, at any time on
or prior to the date that is 30 days following the Closing Date. If
this option is exercised in full, the Company will receive an
additional $2,000,130 in gross proceeds for total aggregate gross
proceeds of $6,000,390.
If, following the date that is four months and
one day following the Closing Date, the volume weighted average
trading price of the Common Shares on the Canadian Securities
Exchange (the “CSE”) for any 10 consecutive
trading days equals or exceeds $0.90, the Company may, upon
providing written notice to the holders of Warrants, accelerate the
expiry date of the Warrants to the date that is 30 days following
the date of such written notice.
In connection with the Offering the Company has
agreed to pay Eight Capital a cash fee of 7% of the aggregate gross
proceeds raised from the Offering, and non-transferable
compensation warrants equal to 7% of the Units sold under the
Offering (in each case including any exercise of the Over-Allotment
Option).
The Company intends to use the net proceeds of
the Offering to support the various investments that are currently
in the Company’s portfolio and for working capital and general
corporate purposes.
The Closing Date is scheduled to be on or about
June 9, 2020 and is subject to certain conditions including, but
not limited to, the receipt of all necessary approvals, including
the approval of the CSE and the applicable securities regulatory
authorities.
All securities issued in connection with the
Offering will be subject to a four month and a day hold period
under applicable securities laws.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy nor shall 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.
For Further Information, Please
Contact:
Clayton Fisher Interim Chief Executive Officer
New Wave Holdings Corp.Email: info@newwavecorp.comTelephone:
416-917-5847
ABOUT NEW WAVE HOLDINGS CORP. and ANAHIT
THERAPEUTICS LTD.
New Wave Holdings Corp. (CSE: SPOR, FWB: 0XM2,
OTC:TRMND) is an investment issuer focused on the burgeoning
psychedelic and esports sectors.
In the psychedelic sector New Wave will focus on
active psychedelic compounds, functional mushroom product lines,
and develop an IP portfolio focusing on psilocybin, LSD, MDMA, and
ketamine derived treatments for neuropsychiatric diseases.
Investors interested in connecting with New Wave
Holdings can learn more about the company and contact the team at
http://newwavecorp.com
Media interested in interviews and more
information may contact Brittany Whitmore at
brittany@exvera.com
The CSE does not accept responsibility
for the adequacy or accuracy of this release.
FORWARD-LOOKING INFORMATION DISCLAIMER
Certain statements contained in this news
release may constitute forward looking information, including but
not limited to, expansion of operations. Forward looking
information is often, but not always, identified by the use of
words such as "anticipate", "plan", "estimate", "expect", "may",
"will", "intend", "should", and similar expressions. Forward
looking information involves known and unknown risks, uncertainties
and other factors that may cause actual results or events to differ
materially from those anticipated in such forward looking
information. The Company's actual results could differ materially
from those anticipated in this forward looking information as a
result of competitive factors and competition for investment
opportunities, challenges relating to operations in international
markets, transaction execution risk, changes to the Company's
strategic growth plans, and other factors, many of which are beyond
the control of the Company. The Company believes that the
expectations reflected in the forward looking information are
reasonable based on current expectations and potential investment
pipeline, but no assurance can be given that these expectations
will prove to be correct and such forward looking information
should not be unduly relied upon. Any forward looking information
contained in this news release represents the Company's
expectations as of the date hereof, and is subject to change after
such date. The Company disclaims any intention or obligation 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 legislation.
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