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TORONTO, Feb. 27, 2019 (GLOBE NEWSWIRE) -- Aura Health Inc. (the “Company” or
“Aura”) (CSE:BUZZ) is pleased to announce that it has closed the first tranche (the
“First Tranche Closing”) of its previously announced “best efforts” private placement subscription receipt
offering (the “Offering”) led by Mackie Research Capital Corporation (the “Lead Agent”), the lead
agent and sole book runner, with a syndicate consisting of Haywood Securities Inc., PI Financial Corp., and Foundation Markets Inc.
(together with the Lead Agent, the “Agents”). The Offering is being conducted on an agency basis for the issuance
of up to 33,000,000 subscription receipts of Aura (each, a “Subscription Receipt” and collectively, the
“Subscription Receipts”) at a price of $0.22 per Subscription Receipt (the “Issue Price”) for
gross proceeds of up to $7,260,000 (subject to the Agent’s Option described below). The Offering is being completed in connection
with the proposed acquisition of an 80% equity interest in Pharmadrug Production GmbH (the “Acquisition”),
previously announced in a press release dated January 25, 2019. As part of the First Tranche Closing, the Company issued
8,726,954 Subscription Receipts at the Issue Price for gross proceeds of $1,919,929.88.
As previously announced, Pharmadrug is a cash flow positive German pharmaceutical distribution company with over
20 years of operating history and a Schedule I European Union narcotics licence that allows it to distribute medical cannabis to
pharmacies in Germany and throughout the Eurozone as markets become legalized. Pharmadrug currently has supply
agreements with Bedrocan International B.V. and with a Canadian Licensed Producer, and is expecting its first cannabis shipment
shortly.
A total of $1.6 million from the First Tranche Closing will be used by the Company for payments associated with
the Acquisition, which amount will be reimbursed in full by the Company to the purchasers of the Subscription Receipts in the event
the Conditions are not satisfied. The balance of the proceeds will be placed in escrow with Capital Transfer Agency, ULC (the
“Escrow Agent”) on behalf of the purchasers of the Subscription Receipts and will be released to Aura upon
satisfaction of certain escrow release conditions (the “Conditions”), which will include the completion of the
Acquisition on or before 5:00 p.m. (Toronto time) on March 29, 2019 or such later date as the Lead Agent may consent to in writing
(the “Termination Time”). Should the Conditions not be satisfied prior to the Termination Time, the Subscription
Receipts will be cancelled and all proceeds from the Offering will be returned to the subscribers.
Each Subscription Receipt will entitle the holder thereof to receive, without any further action on the part of
the holder or payment of any additional consideration, upon satisfaction of the Conditions prior to the Termination Time, one unit
of Aura (each, a “Unit”) consisting of one common share in the capital of the Company (each, a “Common
Share”) and one-half of one common share purchase warrant (each whole common share purchase warrant, a
“Warrant”), with each Warrant exercisable at a price of $0.28, into one Common Share for a period of 24 months
from the date of satisfaction of the Conditions.
The Lead Agent will have an option (the “Agent’s Option”) to offer for sale up to an additional
15% of the number of Subscription Receipts sold in the Offering at the Issue Price, which Agent’s Option is exercisable, in whole
or in part, at any time up to 48 hours prior to the last closing of the Offering.
In connection with the Offering, the Agents will be paid a cash commission equal to 7% of the gross proceeds of
the Offering (including, pursuant to any exercise of the Agent’s Option) (the “Cash Fee”), which at the option of
the Agents, may be paid by way of issuance of Common Shares at the Issue Price. Upon closing, the Agents will also receive
compensation options (each, a “Compensation Option”) in a number equal to 7% of the number of Subscription
Receipts sold under the Offering (including, pursuant to any exercise of the Agent’s Option), with each Compensation Option being
exercisable to purchase Subscription Receipts, or Common Shares and Warrants (if the Subscription Receipts have converted into
Units as of the time of exercise of the Compensation Options), at the Issue Price for a period of 24 months from the date of
closing of the Offering.
About Aura Health Inc.
Aura Health is building an international network of vertically integrated cannabis assets. Through an
established product line of cannabis-infused edible products and oil extracts, Aura is dedicated to building a high margin
downstream business in the medical marijuana sector. The Company holds convertible debt that converts to 54% equity of HolyCanna, a
cultivation and nursery license holder in Israel, and is focused on acquiring strategic assets across the cannabis value chain,
initially in Israel and Germany.
For further information, please contact:
Daniel Cohen, CEO
Aura Health Inc.
(647) 202-1824
David Posner, Chairman
Aura Health Inc.
(647) 985-6727
Caution Regarding Forward-Looking Information:
THE CANADIAN SECURITIES EXCHANGE HAS NOT REVIEWED NOR DOES IT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR
ACCURACY OF THIS RELEASE.
This news release may contain forward-looking statements and information based on current expectations.
These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown
risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from
those implied by such statements. Such statements include the closing of a second tranche offering, the completion of the
Acquisition and the completion of the Offering, among others. There is no certainty that any of these events will occur. Although
such statements are based on management's reasonable assumptions, there can be no assurance that such assumptions will prove to be
correct. We assume no responsibility to update or revise them to reflect new events or circumstances.
The Company's securities have not been registered under the U.S. Securities Act of 1933, as amended (the
"U.S. Securities Act"), or applicable state securities laws, and may not be offered or sold to, or for the account or benefit of,
persons in the United States or "U.S. Persons", as such term is defined in Regulation S under the U.S. Securities Act, absent
registration or an applicable exemption from such 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 the United States or any jurisdiction
in which such offer, solicitation or sale would be unlawful.
Additionally, there are known and unknown risk factors which could cause the Company's actual results,
performance or achievements to be materially different from any future results, performance or achievements expressed or implied by
the forward-looking information contained herein. All forward-looking information herein is qualified in its entirety by this
cautionary statement, and the Company disclaims any obligation to revise or update any such forward-looking information or to
publicly announce the result of any revisions to any of the forward-looking information contained herein to reflect future results,
events or developments, except as required by law.