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TORONTO, Nov. 2, 2020 /CNW/ - Avicanna Inc.
("Avicanna" or the "Company") (TSX: AVCN)
(OTCQX: AVCNF) (FSE: 0NN), a biopharmaceutical company focused on
the development, manufacturing and commercialization of
cannabinoid-based products, is pleased to announce the closing of a
non-brokered convertible debenture financing (the
"Offering"), pursuant to which the Company has issued
convertible debentures of the Company (each, a "Debenture")
with an aggregate Face Principal Amount (as defined herein) of
$1,100,000. In connection with the
Offering, the Company also issued an aggregate of 550,000 common
share purchase warrants (each, a "Warrant") to
subscribers.
The Debentures bear interest at 8.0% per annum and will mature
on the date that is 12 months from the date of issuance (the
"Maturity Date"). The first year of interest is payable in
advance on the date of issuance and has been capitalized and added
into the principal amount (such aggregate amount being, the
"Face Principal Amount"). Subscribers also received a
commitment fee (the "Commitment Fee") in connection with
their subscription for the Debentures, payable in cash on the
closing of the Offering. The Commitment Fee payable to subscribers
was 4% of the Face Principal Amount. The Face Principal Amount is
convertible into common shares in the capital of the Company
("Common Shares") at the election of the holder at a
conversion price of $1.00 per Common
Share (the "Conversion Price"), subject to customary
adjustment provisions as well as a potential downward adjustment
based on the price of certain subsequent securities issuances by
the Company, with a minimum permitted Conversion Price of
$0.78. In addition to customary
default provisions, any issuance of Common Shares for less than
$0.78 or securities convertible into
Common Shares (excluding securities issued under the Company's
long-term incentive plan) for less than $0.78 will be considered a default under the
terms of the Debentures. The Debenture issued to the lead investor
in the Offering is secured by certain assets of the Company as set
out in the certificate representing its Debenture and the related
security documents.
For each $2 of Face Principal
Amount, a subscriber received one Common Share purchase warrant of
the Company (each, a "Warrant"). Each Warrant is exercisable
for a period of 24 months from the date of issuance, subject to the
Company's ability to accelerate the expiry of the Warrant in the
event that the daily volume-weighted average price of the Common
Shares on the Toronto Stock Exchange is greater than or equal to
$2.00 for a minimum of 10 consecutive
trading days. The exercise price of each Warrant is $1.50 per Common Share (the "Exercise
Price"), subject to customary adjustment provisions as well as
a potential downward adjustment based on the price of certain
subsequent issuances of Common Share purchase warrants by the
Company, with a minimum permitted Exercise Price of $0.98.
The net proceeds of the Offering are intended to be used for
working capital and general corporate purposes.
The Debentures and Warrants issued pursuant to the Offering and
any Common Shares issued on conversion of the Debentures and/or
exercise of the Warrants will be subject to a statutory hold period
in Canada of four months and one
day following the closing of the Offering in accordance with
applicable securities laws. Additional resale restriction may be
applicable under the laws of other jurisdictions.
The Offering is subject to certain conditions including, but not
limited to, the receipt of all necessary approvals, including the
approval of the Toronto Stock Exchange.
About Avicanna
Avicanna is a diversified and vertically integrated Canadian
biopharmaceutical company focused on the research, development, and
commercialization of plant-derived cannabinoid-based products for
the global consumer, medical, and pharmaceutical market
segments.
Avicanna is an established leader in cannabinoid research and
development, which it primarily conducts at its R&D
headquarters in the Johnson & Johnson Innovation Centre, JLABS
@ Toronto, Canada and in collaboration with leading
Canadian academic and medical institutions. In addition to its
developing pharmaceutical pipeline, Avicanna's team of experts have
developed and commercialized several industry leading product
lines, including:
- Pura H&W™: an advanced and clinically tested line of CBD
consumer derma-cosmetic products; and,
- RHO Phyto™: an advanced line of medical cannabis products
containing varying ratios of CBD and THC currently available
nation-wide across Canada in partnership with Medical
Cannabis by Shoppers™, a subsidiary of Shoppers Drug Mart. RHO
Phyto is the first strictly medical formulary of advanced "Cannabis
2.0" products, containing oils, sprays, capsules, creams, and gels,
all developed with scientific rigour, manufactured under GMP
standards and supported by pre-clinical data.
With ongoing clinical trials on its derma-cosmetic (Pura
H&W), medical cannabis (RHO Phyto) and a pipeline of
pharmaceutical products, Avicanna's dedication to researching the
important role that cannabinoids play in an increasingly wider
scope of products has been at the core of the Company's vision
since its inception. Furthermore, Avicanna's commitment to
education is demonstrated through its annual medical symposium, the
Avicanna Academy educational platform, and the My Cannabis Clinic
patient program through its subsidiary company.
Avicanna manages its own supply chain including cultivation and
extraction through its two majority-owned subsidiaries, Sativa
Nativa S.A.S. and Santa Marta Golden Hemp S.A.S., both located
in Santa Marta, Colombia. Through these sustainable,
economical, and industrial scale subsidiaries, Avicanna cultivates,
processes, and commercializes a range of cannabis and hemp
cultivars dominant in CBD, CBG, THC, and other cannabinoids for use
as active pharmaceutical ingredients. Avicanna's Avesta Genetica
program specializes in the development and optimization of rare
cultivars for commercial production along with feminized seeds for
global export. In June 2020, Avicanna made history with a
shipment of hemp seeds to the United
States of America by completing the first ever export
of hemp seeds from Colombia.
Stay Connected
For more information about
Avicanna, visit www.avicanna.com, call 1-647-243-5283, or
contact Setu Purohit, President by
email info@avicanna.com.
Cautionary Note Regarding Forward-Looking Information and
Statements
This news release contains "forward-looking information"
within the meaning of applicable securities laws. Forward-looking
information contained in this press release may be identified by
the use of words such as, "may", "would", "could", "will",
"likely", "expect", "anticipate", "believe", "intend",
"plan", "forecast", "project", "estimate", "outlook" and other
similar expressions, and includes statements with respect to the
use of proceeds of the Offering. Forward-looking information is not
a guarantee of future performance and is based upon a number of
estimates and assumptions of management in light of management's
experience and perception of trends, current conditions and
expected developments, as well as other factors relevant in the
circumstances, including assumptions in respect of current and
future market conditions, the current and future regulatory
environment; and the availability of licenses, approvals and
permits.
Although the Company believes that the expectations and
assumptions on which such forward-looking information is based are
reasonable, undue reliance should not be placed on the
forward-looking information because the Company can give no
assurance that they will prove to be correct. Actual results and
developments may differ materially from those contemplated by these
statements. Forward-looking information is subject to a variety of
risks and uncertainties that could cause actual events or results
to differ materially from those projected in the forward-looking
information. Such risks and uncertainties include, but are not
limited to current and future market conditions, including the
market price of the common shares of the Company, and the risk
factors set out in the Company's annual information form dated
April 15, 2020, filed with the
Canadian securities regulators and available under the Company's
profile on SEDAR at www.sedar.com.
The statements in this press release are made as of the date
of this release. The Company disclaims any intent or obligation to
update any forward-looking information, whether as a result of new
information, future events or results or otherwise, other than as
required by applicable securities laws.
SOURCE Avicanna Inc.