NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION
DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED
STATES
Eve & Co Incorporated (“
Eve & Co” or the
“
Company”) (TSX-V: EVE; OTCQB: EEVVF) is pleased
to announce that it has entered into an engagement letter with
Haywood Securities Inc. (the “
Underwriter”)
pursuant to which the Underwriter has agreed to purchase 20,000,000
special warrants of the Company (the “
Special
Warrants”), on a bought deal basis, at a price of $0.50
per Special Warrant for aggregate gross proceeds of $10 million
(the “
Offering”). Closing of the Offering is
expected to occur on or before May 10, 2019 (the
“
Closing”), 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 (the
“
TSXV”) and the securities regulatory authorities,
and the satisfaction of other customary closing conditions.
Each Special Warrant will be exercisable into
one (1) unit of the Company (a “Unit”), for no
additional consideration, at any time after the Closing, and each
Special Warrant not previously exercised shall be deemed exercised
on the later of (i) the fifth business day after a receipt is
issued for a final prospectus qualifying the Units for distribution
in all of the Canadian provinces, except Quebec (the
“Qualifying Jurisdictions”) and (ii) the date that
is four months and one day following the Closing. Each Unit
consists of one (1) common share 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 (a “Warrant
Share”) at an exercise price of $0.60 at any time up to 24
months following the Closing. The Company shall seek the necessary
approvals to list the Common Shares, Warrants and Warrant Shares on
the TSXV, which listing shall be conditionally approved prior to
Closing.
The Company has granted the Underwriter an
option to increase the size of the Offering by up to 20% at any
time up to the Closing.
The Offering will take place by way of a private
placement pursuant to applicable exemptions from the prospectus
requirements in the Qualifying Jurisdictions, and in those
jurisdictions where the Offering can lawfully be made including the
United States under private placement exemptions.
The Company intends to use the net proceeds from
the Offering for greenhouse expansion and for working capital and
general corporate purposes.
The Company will use commercially reasonable
efforts to prepare and file a preliminary short form prospectus in
the Qualifying Jurisdictions where the Special Warrants are sold,
qualifying the distribution of the Units, within 30 days after
Closing. The Company has agreed to promptly resolve all comments
received or deficiencies raised by the securities regulatory
authorities and use its commercially reasonable efforts to file and
obtain receipts for the final short form prospectus as soon as
possible after such regulatory comments and deficiencies have been
resolved.
In consideration for their services, the
Underwriter will receive a cash commission equal to 7% of the gross
proceeds of the Offering and will issue such number of compensation
special warrants (“Compensation Special Warrants”)
equal to 7% of the number of Special Warrants sold in the Offering.
Each Compensation Special Warrant will be exercisable into one (1)
compensation option (a “Compensation Option”), for
no additional consideration, at any time after the Closing, and
each Compensation Special Warrant not previously exercised shall be
deemed exercised on the later of (i) the fifth business day after a
receipt is issued for a final prospectus qualifying the Units for
distribution in Qualifying Jurisdictions and (ii) the date that is
four months and one day following the Closing. Each Compensation
Option shall entitle the holder thereof to purchase one Common
Share at an exercise price of $0.50 at any time up to 24 months
following the Closing.
About Eve & Co
Incorporated
Eve & Co, through its wholly-owned
subsidiary Natural MedCo Ltd., holds cultivation and processing
licenses under the Cannabis Act (Canada) for the production and
sale of various cannabis products, including dried cannabis,
cannabis plants and cannabis oil. Natural MedCo Ltd. was Canada’s
first female founded licensed producer of medicinal marijuana and
received its cultivation license from Health Canada in 2016.
Eve & Co is led by a team of agricultural
experts and has a licenced 220,000 sq. ft. scalable greenhouse
production facility located in Middlesex County, Ontario with 32
acres of adjacent land for future expansion. Eve & Co has
commenced construction of an additional 780,000 sq. ft. proposed
expansion, bringing Eve & Co’s total anticipated greenhouse
capacity to 1,000,000 sq. ft.
The Company’s website can be visited at
www.evecannabis.ca
Neither the TSXV nor its regulation
services provider (as that term is defined in the policies of the
TSXV) accepts responsibility for the adequacy or accuracy of this
release.
Certain statements in this press release
constitute forward-looking information. All statements other than
statements of historical fact contained in this press release,
including, without limitation, those regarding the terms of the
credit facilities and the Company’s related expansion and
construction plans, future, strategy, plans, objectives, goals and
targets, and any statements preceded by, followed by or that
include the words “believe”, “expect”, “aim”, “intend”, “plan”,
“continue”, “will”, “may”, “would”, “anticipate”, “estimate”,
“forecast”, “predict”, “project”, “seek”, “should” or similar
expressions or the negative thereof, are forward-looking
statements. These statements are not historical facts but instead
represent only the Company’s expectations, estimates and
projections regarding future events. These statements are not
guarantees of future performance and involve assumptions, risks and
uncertainties that are difficult to predict, including those
described in the Company’s management’s discussion and analysis for
the three and twelve months ended October 31, 2018 which is
available on the Company’s SEDAR profile. Therefore, actual results
may differ materially from what is expressed, implied or forecasted
in such forward-looking statements. The forward-looking information
and forward-looking statements included in this news release are
made as of the date of this news release the Company does not
undertake an obligation to publicly update such forward-looking
information or forward-looking information to reflect new
information, subsequent events or otherwise unless required by
applicable securities law.
For further information, please
contact:
Melinda
RomboutsPresident and Chief Executive OfficerEve & Co
IncorporatedTelephone: (855) 628-6337 |
|
Landon RoeddingChief Financial OfficerEve & Co
IncorporatedTelephone: (647) 473-4947 |
|
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