- Annual General and Special Meeting at 1:00 p.m. on Monday, December 16, 2019 at the office of McMillan LLP World Exchange Plaza, Suite 2000, Ottawa, Ontario. Â
- Announce that on November 6, 2019, the board authorized the issuance of up to 4,000 convertible debenture units of the Company at a price of $1,000 per Unit for total gross proceeds of up to $4,000,000.
TORONTO, Nov. 06, 2019 — North Bud Farms Inc. (CSE: NBUD) (OTCQB: NOBDF) (“NORTHBUD” or the “Company”) today announces that the Company will hold its Annual General and Special Meeting at 1:00 p.m. on Monday, December 16, 2019 at the office of McMillan LLP World Exchange Plaza, Suite 2000, Ottawa, Ontario. Â
Additionally, the Company is pleased to announce that on November 6,
2019, the board authorized the issuance of up to 4,000 convertible
debenture units (“Unitsâ€) of the Company at a price of
$1,000 per Unit for total gross proceeds of up to $4,000,000. Based on
this decision the Company will not be closing any additional tranches of
the previously announced equity private placement.
Each Unit is comprised of one $1,000 principal amount of secured convertible debenture (a “Convertible Debentureâ€)
accruing interest at 10.0% per annum, payable semi-annually in arrears
until maturity, and 2,000 common share purchase warrants of the Company
(each, a “Warrantâ€). The Convertible Debentures will have a maturity date of 36 months from the date of issuance.
Each Convertible Debenture shall be convertible into common shares in the capital of the Company (each, a “Conversion Shareâ€) at a price of $0.30 per Conversion Share.
Each Warrant entitles the holder thereof to acquire one common share in the capital of the Company (each, a “Warrant Shareâ€) for an exercise price of $0.25 per Warrant Share for a period of 18 months following the closing date.
The Convertible Debentures are direct secured obligations of the Company and rank pari passu in right of payment of principal and interest with all other Convertible Debentures issued under the Offering.
The Company is pleased to announce that on November 6, 2019 it closed
an initial tranche of 1,264 Units for gross proceeds of $1,264,000.
These Units were purchased by one insider and existing shareholders. The
Company intends to close the remaining Units in one or more tranches
over the coming weeks.
Ryan Brown, the Chief Executive Officer, of the Company participated
in the private placement and beneficially acquired 664 Units for a total
proceeds of $664,000. The purchase constitutes a “related party
transaction†within the meaning of Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions (“MI 61-101â€).
The issuance is exempt from the formal valuation and minority
shareholder approval requirements of MI 61-101 as the fair market value
of the Units issued to or the consideration paid by such insider did not
exceed 25% of the Company’s market capitalization.
Certain finders (the “Findersâ€) received a cash
commission on the sale of the Offering of $48,000. The Finders also
received 48,000 compensation warrants (the “Compensation Warrantsâ€),
each carrying the right to purchase 3.3333 common shares in the capital
of the Company at a price of $1.00 per Compensation Warrant for a
period of 18 months from the closing date.
The proceeds of the Offering will be used by the Company for
expansion of the Company’s facilities and for general corporate and
working capital purposes.
The Convertible Debentures, Warrants and Compensation Warrants issued
pursuant to the Offering and any common shares in the capital of the
Company issued on conversion of the Convertible Debentures or exercise
of the Warrants or Compensation Warrants are subject to a statutory hold
period in Canada of four months and one day following the closing date
in accordance with applicable securities laws, which shall expire on
March 7, 2020. Additional resale restrictions may be applicable under
the laws of other jurisdictions, if any.
The securities of the Company have not been and will not be
registered under the United States Securities Act of 1933, as amended
(the “U.S. Securities Actâ€) or any state securities
laws. Accordingly, the securities of the Company may not be offered or
sold within the United States unless registered under the U.S.
Securities Act and applicable state securities laws or pursuant to an
exemption from the registration requirements of the U.S. Securities Act
and applicable state securities laws. This news release does not
constitute an offer to sell or a solicitation of an offer to buy any of
the securities of the
Company in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Corporate Update
Since the submission of our
evidence package to Health Canada, the Company has received some minor
comments from the regulators all of which have been responded to within
24 hours. The Company will update shareholders with any material
developments related to the application process.
About North Bud Farms Inc.
North Bud Farms Inc.,
through its wholly owned subsidiary GrowPros MMP Inc., is pursuing a
licence under The Cannabis Act. The Company has built a
state-of-the-art purpose-built cannabis production facility located on
135 acres of Agricultural Land in Low, Quebec, Canada. NORTHBUD through
its wholly owned U.S. subsidiary, Bonfire Brands USA has entered into
agreements to acquire assets in California and Nevada.
For more information visit: www.northbud.com
Neither the Canadian Securities Exchange (the “CSEâ€) nor its
Regulation Services Provider (as that term is defined in the policies of
the CSE) accepts responsibility for the adequacy or accuracy of this
release.
Forward-looking statements
Certain statements
included in this press release constitute forward-looking information or
statements (collectively, “forward-looking statementsâ€), including
those identified by the expressions “anticipateâ€, “believeâ€, “planâ€,
“estimateâ€, “expectâ€, “intendâ€, “mayâ€, “should†and similar expressions
to the extent they relate to the Company or its management. The
forward-looking statements are not historical facts but reflect current
expectations regarding future results or events. This press release
contains forward- looking statements that include, but are not limited
to, statements related to the intended use of proceeds from the
Offering. These forward-looking statements are based on current
expectations and various estimates, factors and assumptions and involve
known and unknown risks, uncertainties and other factors. Such risks and
uncertainties include, among others, the risk factors included in North
Bud Farms Inc.’s final long form prospectus dated August 21, 2018,
which is available under the issuer’s SEDAR profile at www.sedar.com.
FOR ADDITIONAL INFORMATION, PLEASE CONTACT:
North Bud Farms Inc.
Edward Miller
VP, IR & Communications
Office: (855) 628-3420 ext. 3
[email protected]
