Decibel Cannabis Company Inc. (“
Decibel” or the
“
Company”) (TSXV: DB) (OTCQB: DBCCF), a
premium cannabis producer, is pleased to announce that it has
entered into an agreement pursuant to which Eight Capital, Haywood
Securities Inc. and Raymond James Ltd., as co-lead underwriters and
joint bookrunners (collectively, the
“
Underwriters”), will purchase 34,500,000 units of
the Company (the “
Units”), on a “bought deal”
basis pursuant to the filing of a short form prospectus, subject to
all required regulatory approvals, at a price per Unit of $0.29
(the “
Issue Price”) for gross proceeds of
$10,005,000 (the “
Offering”).
Each Unit shall be comprised of one common share
in the capital of the Company (a “Share”) and
one-half of one common share purchase warrant (each whole warrant,
a “Warrant”). Each Warrant shall entitle the
holder thereof to purchase one Share at an exercise price of $0.40
for a period of 36 months following the closing date of the
Offering.
The Company has agreed to grant the Underwriters
an over-allotment option to purchase up to an additional 15% of the
Units at the Issue Price, and/or the components thereof,
exercisable in whole or in part, at any time on or prior to the
date that is 30 days following the closing of the Offering. If this
over-allotment option is exercised in full, approximately
$1,500,750 of additional gross proceeds will be raised pursuant to
the Offering and the aggregate gross proceeds of the Offering will
be approximately $11,500,000.
The Company intends to use the net proceeds of
the Offering for growth initiatives, working capital and general
corporate purposes.
The closing date of the Offering is scheduled to
be on or about September 16, 2021 and is subject to certain
conditions including, but not limited to, the receipt of all
necessary approvals, including the approval of the TSX Venture
Exchange and the applicable securities regulatory authorities.
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.
About Decibel
Decibel is uncompromising in the process and
craftsmanship needed to deliver the highest quality cannabis
products and retail experiences. Decibel has three operating
production houses along with its wholly owned retail business,
Prairie Records. The Qwest Estate in Creston, BC is a
licensed and operating 26,000 square foot cultivation, processing
and distribution space which produces the widely championed, rare
cultivar-focused brands Qwest and Qwest Reserve, which are sold in
six provinces across Canada. The Thunderchild Cultivation
Facility, is a licensed and operating 80,000 square foot indoor
cultivation facility in Battleford, SK. The Plant, Decibel’s
extraction, processing and manufacturing facility, in Calgary,
AB has 15,000 square feet of Health Canada licensed extraction
and product development space. This production house will fuel the
growth of our brands Qwest, Qwest Reserve, Blendcraft, and General
Admission, into new and innovative product formats like
concentrates, vapes, edibles and beyond.
Neither 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.
Forward Looking Information
This news release contains “forward-looking
information” and “forward-looking statements” (collectively,
“forward-looking statements”) within the meaning of the applicable
Canadian securities legislation. All statements, other than
statements of historical fact, are forward-looking statements and
are based on expectations, estimates and projections as at the date
of this news release. Any statement that involves discussions with
respect to predictions, expectations, beliefs, plans, projections,
objectives, assumptions, future events or performance (often but
not always using phrases such as “expects”, or “does not expect”,
“is expected”, “anticipates” or “does not anticipate”, “plans”,
“budget”, “scheduled”, “forecasts”, “estimates”, “believes” or
“intends” or variations of such words and phrases or stating that
certain actions, events or results “may” or “could”, “would”,
“might” or “will” be taken to occur or be achieved) are not
statements of historical fact and may be forward-looking
statements.
In this news release, forward-looking statements
relate to, among other things, the completion of the Offering, the
use of proceeds from the Offering and the expectation that
Decibel's production house will fuel the growth of its brands
Qwest, Qwest Reserve, Blendcraft, and General Admission, into new
and innovative product formats like concentrates, vapes, edibles
and beyond. Forward-looking statements are necessarily based upon a
number of estimates and assumptions that, while considered
reasonable, are subject to known and unknown risks, uncertainties,
and other factors which may cause the actual results and future
events to differ materially from those expressed or implied by such
forward-looking statements. Such factors include, but are not
limited to: risks relating to delays, regulatory changes and
impacts, capital requirements, construction impacts, displacement
requirements and unforeseen requirements resulting from the
COVID-19 pandemic, the ability to obtain and maintain licences to
retail cannabis products; review of the Company’s production
facilities by Health Canada and maintenance of licences (including
any amendments thereto) from Health Canada in respect thereof;
future legislative and regulatory developments involving cannabis;
inability to access sufficient capital from internal and external
sources, and/or inability to access sufficient capital on
favourable terms; the labour market generally and the ability to
access, hire and retain employees; general business, economic,
competitive, political and social uncertainties; the satisfaction
of conditions precedent under the Company’s credit facilities;
timing and completion of construction and expansion of the
Company’s production facilities and retail locations; and the delay
or failure to receive board, regulatory or other approvals,
including any approvals of the TSX Venture Exchange, as applicable.
There can be no assurance that such statements will prove to be
accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on the forward-looking
statements and information contained in this news release.
These forward-looking statements are made as of
the date of this press release and the Company disclaims any intent
or obligation to update any forward-looking statements, whether as
a result of new information, future events or results or otherwise,
other than as required by applicable securities laws.
SOURCE Decibel Cannabis Company Inc.
For further information contact: Stuart
Boucher, stuart.boucher@decibelcc.com,
780-619-0310,www.decibelcc.com
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