VANCOUVER, Nov. 1, 2016 /CNW/ – Aurora Cannabis Inc. (the “Company” or “Aurora“) (TSXV: ACB) (OTCQB: ACBFF) (Frankfurt: 21P; WKN: A1C4WM) is pleased to announce, further to its news release dated October 11, 2016, that it has completed the brokered private placement (the “Offering”) of 8.0% unsecured convertible debentures (the “Debentures”) of the Company with a syndicate of investment dealers, led by Canaccord Genuity Corp. and including Cormark Securities Inc., Dundee Securities Ltd., Mackie Research Capital Corporation and Echelon Wealth Partners Inc., for gross proceeds of $25 million.
The Debentures are unsecured obligations of the Company and bear interest from the date of closing at 8.0% per annum, payable semi-annually on June 30 and December 31 of each year. The Debentures will mature on November 1, 2018 (the “Maturity Date”).
The Debentures are convertible at the option of the holder into common shares of the Company at any time prior to the close of business on the Maturity Date, at a conversion price of $2.00 per common share (the “Conversion Price”). Holders converting their Debentures will receive accrued and unpaid interest thereon, up to, but excluding, the date of conversion.
If, prior to the Maturity Date, the VWAP of the common shares on the TSX Venture Exchange for 10 consecutive trading days equals or exceeds $3.00, the Company may force conversion of all of the principal amount then outstanding of the Debentures at the Conversion Price, upon giving Debenture holders 30 days advance written notice, in accordance with the conversion terms.
“The completion of this Offering, along with other recent financing initiatives, represents a strong vote of confidence by the investment community, and recognition of Aurora’s ability to execute consistently on our business strategy,” said Terry Booth, CEO.
The Company intends to use the net proceeds of the Offering for facility expansion and general working capital purposes.
All securities issued in connection with the Offering, which includes insider participation, are subject to a four month hold period expiring March 2, 2017.
An insider of the Company was issued, directly and indirectly, Debentures in the aggregate principal amount of $200,000, which constituted a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The issuance to the insider is exempt from the formal valuation and the minority shareholder approval requirements of MI 61-101, as the fair market value of the Debentures issued to, or the consideration paid by such person, did not exceed 25% of the Company’s market capitalization.
Additionally, the Company has granted options to its directors to purchase common shares of the Company in the aggregate amount of 2,800,000 (the “Options”). The Options are exercisable for a period of 5 years at $2.25 per share.
This news release contains certain “forward-looking statements” within the meaning of such statements under applicable securities law. Forward-looking statements are frequently characterized by words such as “plan”, “continue”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
The TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.