/NOT FOR DISSEMINATION TO US WIRE
SERVICES/
VANCOUVER, May 8, 2017 /CNW/ - INVICTUS MD STRATEGIES
CORP. ("Invictus MD" or the "Company") (TSXV: IMH; OTC:
IVITF; FRA: 8IS) announces it has determined not to proceed
with its previously announced offering of convertible debentures as
set forth in a news release dated April 20,
2017 and instead will proceed with an offering of units with
the same underwriting syndicate. Canaccord Genuity Corp. and
Eventus Capital Corp., as co-lead underwriters and
joint-bookrunners, on behalf of a syndicate of underwriters
(collectively, the "Underwriters"), have agreed to purchase,
on a bought deal private placement basis, subject to adjustment
pursuant to the Underwriters' Option (as hereinafter defined),
14,820,000 units of the Company (the "Units"), at a price of
$1.35 per Unit (the "Offering
Price") for aggregate gross proceeds of $20 million (the "Offering"). Invictus
MD's board of directors determined that completing an equity
financing on the terms of the Offering aligns better with the
Company's strategic objectives than the previously announced
convertible debenture financing.
Invictus MD has also granted the Underwriters an option (the
"Underwriters' Option") to purchase up to an additional
3,705,000 Units at the Offering Price, exercisable in whole or in
part at any time for a period of 48 hours prior to the closing of
the Offering. If the Underwriters' Option is exercised in full, the
aggregate gross proceeds of the Offering will be $25 million.
Each Unit will be comprised of one common share of the Company
and one half of one common share purchase warrant (each whole
common share purchase warrant, a "Warrant"). Each Warrant will be
exercisable to acquire one common share (a "Warrant Share") for a
period of 18 months following the closing date of the Offering at
an exercise price of $1.75 per
Warrant Share. Net proceeds from the Offering will be used for
expansion plans for the Company's assets and for general working
capital purposes.
All securities issued or issuable under the Offering will be
subject to a statutory hold period lasting four months and one day
following the closing date.
Closing of the Offering is expected to occur on or about
May 24, 2017 (the "Closing
Date"). The Offering is subject to certain conditions
including, but not limited to, the receipt of all necessary
regulatory and stock exchange approvals, including the approval of
the TSX Venture Exchange.
"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 or to, or for the account or
benefit of, U.S. persons absent registration or an applicable
exemption from the registration requirements. 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."
About Invictus MD Strategies Corp.
Invictus MD Strategies Corp. is focused on three main verticals
within the burgeoning Canadian cannabis sector: Licensed Producers
under the ACMPR located in both Alberta and Ontario, including Acreage Pharms Ltd. and AB
Laboratories Inc. and Fertilizer and Nutrients through Future
Harvest Development Ltd.; and Cannabis Data and Delivery, with its
wholly owned subsidiary Poda Technologies Ltd.
For more information, please visit www.invictus-md.com.
On Behalf of the Board,
Dan Kriznic
Executive Chairman
Larry Heinzlmeir
Vice President, Marketing & Communications
604-537-8676
Cautionary Note Regarding Forward-Looking Statements: Statements
contained in this news release that are not historical facts are
"forward-looking information" or "forward-looking statements"
(collectively, "Forward-Looking Information") within the meaning of
applicable Canadian securities legislation and the United States
Private Securities Litigation Reform Act of 1995. Forward Looking
Information includes, but is not limited to, disclosure regarding
possible events, conditions or financial performance that is based
on assumptions about future economic conditions and courses of
action; and the plans for completion of the Offering, expected use
of proceeds and business objectives. In certain cases,
Forward-Looking Information can be identified by the use of words
and phrases such as "anticipates", "expects", "understanding", "has
agreed to" or variations of such words and phrases or statements
that certain actions, events or results "would", "occur" or "be
achieved". Although Invictus has attempted to identify important
factors that could affect Invictus and may cause actual actions,
events or results to differ materially from those described in
Forward-Looking Information, there may be other factors that cause
actions, events or results not to be as anticipated, estimated or
intended, including, without limitation, the risks and
uncertainties related to the Offering not being completed in the
event that the conditions precedent thereto are not satisfied. In
making the forward-looking statements in this news release,
Invictus has applied several material assumptions, including the
assumptions that (1) the conditions precedent to completion of the
Offering will be fulfilled so as to permit the Offering to be
completed on or about June 1, 2017;
(2) all necessary approvals will be obtained in a timely manner and
on acceptable terms; and (3) general business and economic
conditions will not change in a materially adverse manner. There
can be no assurance that Forward-Looking Information 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 Forward-Looking
Information. Except as required by law, Invictus does not assume
any obligation to release publicly any revisions to Forward-Looking
Information contained in this news release to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.
Neither the 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.
SOURCE Invictus MD Strategies Corp.