MONTREAL, Feb. 6, 2023
/CNW/ - Lumiera Health Inc. (TSXV: NHP) (the
"Company" or "Lumiera "), a company specializing
in the development and commercialization of natural health
products, is pleased to provide a corporate update regarding its
operations, management changes, and the favourable restructuring of
debt terms; further to its December 9th,
2022 press release.
The Company has successfully restructured its secure lending
note with a sole creditor (the "Creditor") to
include the following terms:
- The notes no longer bear interest;
- The notes have a 5 years maturity, which can be extended for an
additional 5 years;
- Repayment of capital is based on a percentage of the Company'
EBITDA produced from sales and operations.
- First payment due in March
2024.
The secured loan amount of $1.1
million is interest free and has an initial term of 5 years
without penalty. Repayments will be based on a percentage of
the Company's EBITDA produced from sales and operations and can be
made either in cash or common shares (subject to TSX V approval)
The secured loan is repayable at any time without penalty during
its initial 5-year term. The new terms represent significant
savings for the Company.
The Company is also pleased to
announce that it has entered into a Management Agreement providing
for Lumiera's sales and operations to resume:
The Company in collaboration with the Creditor has appointed
9482-9256 QUEBEC INC. as the sole
and exclusive third-party manager ("manager") and operator to
provide day-to-day management and operational support services to
the Company. As additional capital is required, the Manager
has agreed to provide and advance the capital requirements
(collectively the "Advances"). All such Advances will bear
interest at a rate corresponding to the prime lending rate of the
Royal Bank of Canada plus 4%
compounded monthly (the "Interest"). Such Advances and
Interest will be guaranteed by a mortgage on the universality of
the assets of the Company. The Creditor and the Company agree
that the Manager and the Creditor will enter into a Pari Passu
Agreement to establish their respective rights. The agreement
also provides that the advances may at the option of the manager,
subject to TSXV approval, be repaid in common shares.
Management Changes and Resignation
of two directors:
Both Mr. Carlos Ponce and Mr.
Simon Castonguay, former CEO and
former interim CFO, are no longer employed by the Company.
Both were also directors of the Company and both resigned from the
Company's board of directors.
These changes and agreements represent significant progress for
Lumiera. It enables a path forward for its operations plan,
as well as provide the Manager a path to deliver on its business
plan. The Board of Directors thanks Shareholders,
Customers, and Suppliers for their patience over the past
weeks. Further details will be provided when available.
About Lumiera
Health
Lumiera specializes in the development and commercialization of
consumer products for the natural health industry. The Company
sells herbal tonics and natural supplements through its Holizen
Laboratories division, with a diverse portfolio including a line of
innovative sleep aids. The Company is also commercializing a unique
topical product line acting on the endocannabinoid system, without
the use of cannabis, that provides an innovative solution for
chronic pain and inflammation. A pioneer in the natural health
innovation space, the Lumiera brand is rooted in the core values of
science, nature and compassion. Our goal is to make people's
lives better by developing natural health and wellness products
that are effective, safe and trustworthy.
For more information visit: www.lumiera.ca.
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.
Forward-looking
information
Certain statements contained in this press release constitute
"forward-looking information" as such term is defined in applicable
Canadian securities legislation. The words "may", "would", "could",
"should", "potential", "will", "seek", "intend", "plan",
"anticipate", "believe", "estimate", "expect" and similar
expressions indicate such "forward-looking
information" as they relate to Lumiera. All statements other
than statements of historical fact may be forward-looking
information. Such statements reflect Lumiera' current views and
intentions with respect to future events, and current information
available to Lumiera, and are subject to certain risks,
uncertainties and assumptions. Such risks and uncertainties
include, among others, the risk factors included in Lumiera' annual
management's discussion and analysis for the year
ended November 30, 2020,
which is available under the issuer's SEDAR profile
at www.sedar.com. Material factors or assumptions
were applied in providing forward-looking information. Many factors
could cause the actual results, performance or achievements that
may be expressed or implied by such forward-looking information to
vary from those described herein should one or more of these risks
or uncertainties materialize. Should any factor affect Lumiera in
an unexpected manner, or should assumptions underlying the
forward-looking information prove incorrect, the actual results or
events may differ materially from the results or events predicted.
Any such forward-looking information is expressly qualified in its
entirety by this cautionary statement. Moreover, Lumiera does not
assume responsibility for the accuracy or completeness of such
forward-looking information. The forward-looking information
included in this press release is made as of the date of this press
release and Lumiera undertakes no obligation to publicly update or
revise any forward-looking information, other than as required by
applicable law.
SOURCE Lumiera Health Inc.