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VANCOUVER, British Columbia, Jan. 30, 2019 (GLOBE NEWSWIRE) -- Innovative Properties Inc. d/b/a Nabis Holdings
(CSE:NAB; OTC: INNPF, FRA:7IP) (“Nabis” or the “Company”) is pleased to announce that it has
entered into an agreement with Canaccord Genuity Corp. and Eventus Capital Corp. to act as co-lead agents and co-bookrunners, on
behalf of a syndicate of agents (collectively, the “Agents”), with respect to a commercially reasonable efforts
brokered private placement of debenture units (“Debenture Units”) for aggregate gross proceeds to
Nabis of up to C$30,000,000 (the “Offering”), each Debenture Unit being comprised of C$1,000 in principal amount
of unsecured convertible debentures of Nabis (the “Convertible Debentures”) and 1,111 common share purchase
warrants of Nabis (the “Warrants”). Each Warrant shall be exercisable to acquire one common share of Nabis
(“Nabis Share”) at an exercise price of C$1.50 per share for a period of 36 months from the date of closing of the
Offering (the “Closing Date”), regardless of whether the Convertible Debentures are converted. The Agents
shall have the option, exercisable at any time up until 48 hours prior to the Closing Date to arrange for the sale of additional
Debenture Units for additional aggregate gross proceeds to Nabis of up to C$5,000,000.
The Convertible Debentures will mature 36 months from the Closing Date, will bear interest at a rate equal to 8%
per annum, payable on the last day of each calendar quarter, and will be convertible at the option of the holder into Nabis Shares
at a price of C$0.90 per Nabis Share (the “Conversion Price”).
The Convertible Debentures will be subject to early redemption, in whole or in part, by the Company at any time
after the first anniversary of the Closing Date at a price equal to the then outstanding principal amount of the Convertible
Debentures plus all accrued and unpaid interest thereon up to and including the redemption date.
Commencing on the date that is four months and one day following the Closing Date, the Company may convert the
Convertible Debentures into Nabis Shares at the Conversion Price if the daily volume weighted average trading price of the Nabis
Shares is greater than C$1.65 for the preceding 10 consecutive trading days. Holders having their Convertible Debentures converted
will receive accrued and unpaid interest thereon in cash.
The net proceeds of the Offering will be used to fund cannabis related investments, for strategic investment
opportunities and for general working capital purposes.
As consideration for their services provided in connection with the Offering, the Company has agreed to: (i) pay
the Agents a cash commission equal to 6% of the gross proceeds of the Offering, and (ii) issue the Agents such number of warrants
(the “Agents’ Warrants”) equal to 6.0% of the of the gross proceeds Offering divided by the Conversion
Price. Each Agents’ Warrant will be exercisable by the holder at an exercise price equal to the Conversion Price and at any
time prior to the date that is 36 months following the Closing Date to acquire one unit consisting of one Nabis Share and one
Warrant.
The Convertible Debentures, Warrants and Agents’ Warrants, as well as the underlying Nabis Shares, will be
subject to a resale restrictions for a period of four months from the Closing Date.
The Closing Date is expected to occur on or about February 28th, 2019. 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 Canadian Securities Exchange.
The securities described herein have not been registered under the U.S. Securities Act of 1933, as amended (the
“Act”), and may not be offered or sold in the United States unless registered under the Act or unless an exemption
from registration is available.
About Innovative Properties Inc. (d/b/a Nabis Holdings)
Nabis Holdings is a Canadian investment issuer that invests in high quality cash flowing assets across multiple
industries, including real property, securities, cryptocurrency, and all aspects of the U.S. and international cannabis sector. Led
by two of the co-founders of MPX Bioceutical (CSE:MPX), one of the largest takeovers in the U.S. Cannabis space to date, the
company has proven track record in emerging markets to create significant shareholder value. The Company is focused on investing
across the entire vertically integrated aspects of the space with a focus on revenue generation, EBITDA and growth.
ON BEHALF OF THE BOARD OF DIRECTORS
“Shay Shnet”
Shay Shnet
CEO and Director
For inquiries, please contact 604-687-7130 or email info@nabisholdings.com.
The Canadian Securities Exchange does not accept responsibility for the adequacy or accuracy of this
release.
All statements, other than statements of historical fact, included herein are forward-looking statements
that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual
results and future events could differ materially from those anticipated in such statements. The risks are without limitations:
that the Offering will be completed by the Company or completed upon the terms disclosed; the Canadian Securities Exchange will
approve the Offering; the price for cannabis and related products will remain consistent and the consumer demand remains strong;
availability of financing to the Company to develop the retail locations; retention of key employees and management; changes in
State and/or municipal regulations of retail operations and changes in government regulations generally. Important factors 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 with the Canadian Securities Exchange, the British Columbia Securities Commission, the Ontario Securities
Commission and the Alberta Securities Commission.
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