NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.
VANCOUVER, British Columbia, Dec. 01, 2017 (GLOBE NEWSWIRE) -- Body and Mind Inc. (“Body and
Mind” or the “Company”) is pleased to announce that further to its news release dated November 22, 2017,
it has closed a non-brokered private placement of 637,393 units (the “Units”) at a price of CDN $0.66 per Unit for
aggregate gross proceeds of up to CDN $420,680 (the “Offering”). The net proceeds of the Offering will be used for
general working capital of the Company.
Each Unit consists of one common share in the capital of the Company (a “Share”) and one common
share purchase warrant (a “Warrant”). Each Warrant entitles the holder to purchase one additional common share in
the Capital of the Company (a “Warrant Share”) at a price of CDN $0.90 per Warrant Share for a period of 24 months
from the closing of the Offering. Each Warrant is subject to acceleration provisions following the six-month anniversary of the
date of closing of the Offering, if the closing trading price of the Shares on the Canadian Securities Exchange (the
“Exchange”) is equal to or greater than CDN $1.20 for seven consecutive trading days, at which time the Company
may accelerate the expiry date of the Warrants by issuing a press release announcing the reduced warrant term whereupon the
Warrants will expire 21 calendar days after the date of such press release.
The Offering was completed on a non-brokered basis and no finder’s fees were paid. All securities issued
pursuant to the Offering are subject to a statutory hold period under applicable Canadian and United States securities laws for a
minimum hold period of four months and one day after the date of issuance in accordance with applicable securities legislation. The
securities are also subject to a mandatory hold period of six months and one day after the date of issuance.
The securities referenced herein have not been registered under the United States Securities Act of
1933, as amended, and may not be offered or sold in the United States absent registrations 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 jurisdiction in which such offer, solicitation or sale would be
unlawful.
For further information please contact:
Darren Tindale, CFO
Body and Mind, Inc.
Email: stonerockltd@gmail.com |
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Completion of the proposed offering is subject to a number of conditions, including receipt of appropriate
regulatory approvals. The offering cannot close until all such conditions are satisfied. There can be no assurance that
the offering will be completed as proposed or at all.
This news release contains forward-looking information, which involves known and unknown risks,
uncertainties and other factors that may cause actual events to differ materially from current expectations. Important factors –
including the availability of funds, the results of financing efforts and the parties’ due diligence reviews, and general market
conditions – that could cause actual results to differ materially from the Company's expectations are disclosed in the Company's
documents filed from time to time on SEDAR (see www.sedar.com). Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this press release. The company disclaims any intention or
obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.
We seek safe harbour.