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January 9, 2018
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
Harvest One Cannabis Inc. (TSXV:HVST) ("Harvest One" or the "Company") is pleased to announce that is has entered into an agreement with Mackie Research Capital Corporation (as the lead underwriter and sole bookrunner, "Mackie Research"), on its own behalf and behalf of a syndicate of Underwriters (collectively, the "Underwriters"), to complete a $25,000,000 short form prospectus offering (the "Offering") of units ("Units") of the Company on a bought deal basis, at a price of $1.82 per Unit (the "Offering Price").
Under the Offering, each Unit will consist of one common share ("Common Share") and one Common Share purchase warrant ("Warrant"). Each Warrant shall entitle the holder thereof to purchase one Common Share (a "Warrant Share") at an exercise price of $2.30 per Warrant Share at any time up to 24 months following the closing of the Offering.
The Company has also granted the Underwriters an option (the "Over-Allotment Option") exercisable in whole or in part, at any time up to 30 days after the closing of the Offering to purchase up to an additional 15% of the number of Units issued pursuant to the Offering at the Offering Price. If the Over-Allotment Option is exercised in its entirety, the aggregate gross proceeds of the Offering will be $28,750,000.
The Company intends to use the net proceeds of the Offering for the expansion of strategic indoor growing facilities, further development of its Satipharm GelPel products, and for working capital and general corporate purposes. Closing of the Offering is expected to occur on or about January 31, 2018. 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 to list the Common Shares, Warrants and Warrant Shares issuable under the Offering.
The Units will be offered by way of a short-form prospectus to be filed in those provinces of Canada (other than Qubec) as the Underwriters may designate, pursuant to National Instrument 44-101 Short Form Prospectus Distributions, may be offered in the United States on a private placement basis pursuant to appropriate exemptions from the registration requirements of the United States Securities Act of 1933, as amended, and may be offered in such other jurisdictions and the Company and Mackie Research may agree, acting reasonably.
About Harvest One
Harvest One controls operations across the entire cannabis value chain through two business units, with Harvest One serving as the umbrella company over horticultural arm United Greeneries and medical arm Satipharm AG. Each business is strategically located in favorable jurisdictions with supportive regulatory frameworks in place. United Greeneries has received a Canadian medicinal cannabis cultivation and sales license, making Harvest One one of only a few companies globally with the capacity to commercially cultivate and sell cannabis in a federally regulated environment.
For more information on Harvest One, please contact:
Colin Clancy
Investor Relations
+ 1 (877) 915 7934
cclancy@mmj.ca
Certain statements contained in this press release may be deemed "forward-looking statements" within the meaning of applicable Canadian and U.S. securities laws. These statements relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Company's current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. In particular, this release contains forward-looking information relating to the Offering, the use of the net proceeds from the Offering, the timing and ability of the Company to close the Offering, if at all, the number of Units offered or sold, the gross proceeds of the Offering, the timing and ability of the Company to obtain all necessary approvals, the terms and jurisdictions of the Offering and any other information herein that is not a historical fact. The forward-looking information contained in this press release is made as of the date hereof and the Company and is subject to change after such date. The Company disclaims any intention or obligation to revise any forward-looking statements, whether as a result of new information, further events or otherwise, other than as required by law. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accept responsibility for the adequacy or accuracy of this release.