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CALGARY, AB, July 17, 2024 /CNW/ - Simply Solventless Concentrates Ltd. (TSXV: HASH) ("SSC") is pleased to announce that it has closed its previously announced oversubscribed non-brokered private placement of units ("Units") for gross proceeds of $3.85 million (the "Financing").
Simply Solventless Concentrates Ltd. Logo (CNW Group/Simply Solventless Concentrates Ltd.)
Jeff Swainson, President & CEO of SSC, stated: "We would like to thank the Financing participants for their continued belief in SSC, which resulted in an oversubscribed Financing in a challenging market. This capital is intended to fuel profitable revenue growth for our portfolio of brands, including Astrolab, Frootyhooty, Lamplighter, Roilty, and Zest, and to reduce cost of goods sold with the commissioning of in-house hydrocarbon extraction. Continued execution and prudent capital management are top priorities for our team, and we are focused on bringing that ethos into the CannMart Inc. integration, which is currently progressing as planned."
A total of 15,400,000 Units were issued at a price of $0.25 per Unit. Each Unit consists of one common share ("Common Share") and one-half of one common share purchase warrant ("Warrant") of SSC, with each whole warrant being exercisable for one Common Share of SSC at a price of $0.40 per share for a period of two years from the date of issue. If, at any time prior to the expiry date of the Warrants, the closing price of the Common Shares on the TSX Venture Exchange ("TSXV") is greater than $0.40 for any 10 consecutive trading days, SSC may, at SSC's discretion, and at any time going forward, deliver a notice to the holders of Warrants accelerating the expiry date of the Warrants to the date that is 30 days following the date of such notice (the "Accelerated Exercise Period"). Any unexercised Warrants shall automatically expire at the end of the Accelerated Exercise Period.
As previously announced on June 25, 2024 in its News Release which is available on SSC's SEDAR+ profile at www.sedarplus.ca, and on July 3, 2024, SSC intends to use the net proceeds of the Financing to facilitate its services agreement with CannMart Inc. and Lifeist Wellness Inc., to fund the acquisition of CannMart Inc., and to commission in-house hydrocarbon extraction equipment.
Finder's fees of $86,867 will be paid in cash in relation to the Financing; $16,500 to Ventum Financial Corp., $52,367 to Canaccord Genuity Corp. and $18,000 to Leede Financial Inc.
116,000 Units for net proceeds of $29,000 were purchased by insiders of SSC. Units acquired by insiders are considered "related party transactions" for the purposes of National Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"). SSC was exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 in reliance on sections 5.5(a) and 5.7(1)(a) of MI 61-101. SSC did not file a material change report in respect of the related party transaction 21 days prior to the closing of the Financing as the details of the participation of insiders had not been confirmed at that time. Further details will be provided in a material change report to be filed by SSC subsequent to the dissemination of this press release.
The closing of the Financing, including the payment of any finder's fees, remains subject to the final approval of the TSXV.
All securities issued under the Financing will be subject to a hold period expiring four months and one day from the date of issue. On a proforma basis, SSC is expected to have approximately 69.2 million Common Shares outstanding (basic), of which approximately 22% will be held by insiders. Of SSC's outstanding Common Shares, approximately 17.0 million (22%) are escrowed pursuant to TSXV policies. Further details with respect to SSC's escrowed securities can be found in SSC's filing statement dated October 31, 2023 which is available on SSC's SEDAR+ profile at www.sedarplus.ca.
About Simply Solventless Concentrates Ltd.
SSC is a public company incorporated under the Business Corporations Act (Alberta). SSC's mission is to provide pure, potent, terpene-rich ready to consume cannabis products to discerning cannabis consumers. For more information regarding SSC, please see www.simplysolventless.ca.
Notice on Forward Looking Information
This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects", "projected" and similar expressions which are intended to identify forward-looking statements. More particularly and without limitation, this press release contains forward looking statements concerning the use of proceeds of the Financing, the opinions or beliefs of management, profitable revenue growth, obtaining production efficiencies, cost of goods sold cost reductions and receipt of final approval of the TSXV. SSC cautions that all forward-looking statements are inherently uncertain, and that actual performance may be affected by a number of material factors, assumptions and expectations, many of which are beyond the control of SSC, including expectations and assumptions concerning SSC, as well as other risks and uncertainties, including those described in SSC's filings available on SEDAR+ at www.sedarplus.ca. The reader is cautioned that assumptions used in the preparation of any forward-looking statements may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties and other factors, many of which are beyond the control of SSC. The reader is cautioned not to place undue reliance on any forward-looking statements. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
The forward-looking statements contained in this press release are made as of the date of this press release, and SSC does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.
Neither 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.
