CALGARY, Alberta, Nov. 18, 2019 — Sugarbud Craft Growers Corp. (TSXV: SUGR, SUGR.WT) (“Sugarbud“) is pleased to announce the completion of its previously announced non-brokered private placement for total proceeds of $925,000 (the “Private Placement“).
Pursuant to the Private Placement, Sugarbud issued a total of 18,500,000 units (“Units“) of Sugarbud at a price of $0.05 per Unit. Each Unit was comprised of one common share (“Common Share“) of Sugarbud and one Common Share purchase warrant (“Warrant“). Each Warrant entitles the holder to purchase one Common Share at a price of $0.10 until November 18, 2021, subject to early expiry in the event that the 5-day volume weighted average trading price of the Common Shares equals or exceeds $0.125. The Common Shares and Warrants are subject to a four month hold period under applicable securities laws in Canada. The Private Placement remains subject the final approval of the TSX Venture Exchange (the “TSXV“).
Sugarbud will use the proceeds of the Private Placement to further develop its high capacity state-of-the-art vertical cannabis cultivation facility in Stavely, Alberta and for general working capital purposes.
Due to the participation of directors, officers and other insiders of Sugarbud, who are related parties of Sugarbud pursuant to Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions (“MI 61-101“), the Private Placement constitutes a “related party transaction” within the meaning of MI 61-101. In its consideration and approval of the Private Placement, the board of directors of Sugarbud determined that the Private Placement was exempt from the formal valuation and minority approval requirements of MI 61-101 on the basis that the fair market value of the Private Placement to related parties did not exceed 25% of the market capitalization of Sugarbud, in accordance with Sections 5.5 and 5.7 of MI 61-101.
Sugarbud has paid eligible finders a cash commission in proportion to the gross proceeds received by Sugarbud that resulted from such finder’s efforts, subject to compliance with applicable securities laws. Sugarbud has also issued finders non-transferrable warrants (“Finder Warrants”) to purchase Common Shares in proportion to the number of Units issued to investors as a result of such finder’s efforts. Each Finder Warrant entitles the holder to purchase one Common Share at a price of $0.10 until November 18, 2021, subject to early expiry in the event that the 5-day volume weighted average trading price of the Common Shares equals or exceeds $0.125. An aggregate of $23,280 in finder’s fees were paid to finders and a total of 465,600 Finder Warrants were issued by Sugarbud.
Sugarbud is a federally licensed Alberta-based publicly traded cannabis company focused on the cultivation and production of high-quality premium cannabis, and product leadership through the development, production and distribution of exceptional value-added cannabis products in Canada.
Address: Suite 620, 634 – 6th Avenue S.W., Calgary, Alberta T2P 0S4
Forward Looking and Cautionary Statements
This news release contains forward-looking statements. More particularly, and without limitation, this news release contains statements concerning the Private Placement, including the use of proceeds therefrom. When used in this document, the words “will,” “anticipate,” “believe,” “estimate,” “expect,” “intent,” “may,” “project,” “should,” and similar expressions are intended to be among the statements that identify forward-looking statements. The forward-looking statements are founded on the basis of expectations and assumptions made by Sugarbud. Forward-looking statements are subject to a wide range of risks and uncertainties and although Sugarbud believes that the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will be realized. Any number of important factors could cause actual results to differ materially from those in the forward-looking statements including, but not limited to, the receipt of required regulatory and TSXV approvals, and the timing thereof, and other factors more fully described from time to time in the reports and filings made by Sugarbud with securities regulatory authorities. Please refer to Sugarbud’s most recent annual information form and management’s discussion and analysis for additional risk factors relating to Sugarbud, which can be accessed under Sugarbud’s profile on www.sedar.com. Except as required by applicable laws, Sugarbud does not undertake any obligation to publicly update or revise any forward-looking statements.
Neither the TSXV nor its regulation services provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.