Network based systems

TransCanna completes $ 1.16 million non-middleman convertible debenture financing

TransCanna Holdings Inc. (CSE: TCAN) (FSE: TH8) (“TransCanna” or the “Company”) is pleased to announce that it has completed a non-middleman private placement (the “Offer”) of 12% of Unsecured convertible debentures (the “Convertible Debentures”) for aggregate gross proceeds of $ 1,156,000 at a price of $ 1,000 per convertible debenture.

The proceeds of the Offer will be used for general working capital purposes, and more specifically to accelerate the bringing of new operations online at the Company’s recently completed Daly facility.


“This capital allows us to hire key personnel, facilitate our expansion into new business segments and strengthen our retail presence in markets such as Southern California,” said Bob Blink, CEO of TransCanna . “This is a strategic increase to allow our business to move forward at a competitive pace.

The convertible debentures will bear interest at a rate of 12% per annum (the “Interest“), from the date of issue (the”Closing Date“), payable monthly in arrears on the last calendar day of each month until maturity. The first interest payment will be made on September 30, 2021 and will consist of accrued interest from and including the balance sheet date until maturity. September 30, 2021. The convertible debentures will mature on a date that is one year after the date of issue (the “Due date“).

The convertible debentures are convertible, at the option of the holder, into units (the “Units“) At a conversion price of $ 0.85 per Unit, at any time prior to the Maturity Date, subject to adjustment. Each unit consists of one (1) ordinary share of the capital of the Company (each, a “To share“) and one (1) common share purchase warrant (a”To guarantee“). Each warrant will allow its holder to purchase one additional common share (a”Warrant share“) at a price of $ 1.00 for a period of two years from the date of closing.

The Company may prepay, in cash, some or all of the Convertible Debentures at any time prior to the Maturity Date for an amount equal to the principal amount of the Convertible Debentures then outstanding plus any accrued but unpaid interest. At maturity, holders may elect to be reimbursed the principal and all accrued interest in cash or in units at the conversion price, and in the absence of such choice, in units.

No new insider was created and there was no change of control following the Offer; however, the Offer constituted a related party transaction within the meaning of Multilateral Instrument 61-101 (“MI 61-101“) Since certain insiders of the Company subscribed for a total of 300 convertible debentures as part of the offering. The Company relies on the exemptions from the minority shareholder assessment and approval requirements of NI 61-101 contained in sections 5.5 (a) and 5.7 (1) (a) of NI 61-101, as neither the fair market value (as determined under NI 61-101) of the object of the transaction, nor the fair market value of the consideration, to the extent that it involves related parties, does not exceed 25% of the capitalization stock market holder of the Company. The Company has not filed a material change report with respect to the related party transaction at least 21 days prior to the closing of the Offering, which the Company considers reasonable under the circumstances in order to complete the Offering on a timely basis.

Finder commissions in the amount of $ 68,100 were paid to eligible persons in connection with the placement.

The offering is subject to the approval of the Canadian Securities Exchange (“CSE“). Convertible debentures and units (including shares and warrant shares) issuable upon conversion of convertible debentures will be subject to a legal hold period expiring on the date that is four months and one day after the closing date.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “”U.S. Securities Law“) or any state securities law and may not be offered or sold in the United States or to persons in the United States unless registered under the US Securities Act and securities laws applicable state securities or an exemption from such registration is available.

About TransCanna

TransCanna Holdings Inc. is a publicly traded California company that creates cannabis-focused brands for the California lifestyle, through its wholly owned subsidiaries in California.

Lyfted Farms, a wholly owned subsidiary of TransCanna, is the authentic California cannabis brand whose pioneering spirit has continuously provided the best genetics and methods of growing cannabis flowers since 1984. The exclusive Lyfted Farms cannabis flower brand is sold at high-end retailers statewide. With its new grow facility in Modesto, Calif., The company is now on its way to becoming one of the largest and most successful vertically integrated cannabis companies in the California market.

For up-to-date information regarding our company, please see our documents filed on SEDAR at www.sedar.com and on the CSE at www.thecse.com, or visit the Company’s website at www.transcanna.com. To contact the Company, please send an email to [email protected]

On behalf of the board of directors
Bob Blink, CEO

Business communication :
[email protected]
604-200-8853

Neither the Canadian Securities Exchange (“CSE”) nor its regulatory 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 INFORMATION:

This press release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws or forward-looking statements within the meaning of the US Private Securities Litigation Reform Act of 1995. Forward-looking statements relate to future events. or future performance and reflect the expectations or beliefs about future events of the management of the Company. Generally, forward-looking statements and information can be identified by the use of forward-looking terminology such as “intent” or “anticipates”, or variations of such words and phrases or statements as certain actions, events or results. “May”, “could”, “should”, “would” or “occur.” These information and statements, referred to herein as “forward-looking statements”, are not historical facts and are made as of the date of this press release. press and include, without limitation, statements regarding discussions of future plans, estimates and forecasts and statements such as the expectations and intentions of management with respect to, among others: the operations of the Daly power station and growth in the Company’s business activities.

These forward-looking statements involve many risks and uncertainties, and actual results may differ materially from the results suggested in forward-looking statements. These assumptions, risks and uncertainties include, among others: obtaining regulatory approvals and necessary authorizations; market uncertainties related to the COVID-19 pandemic; potential negative perception of consumers, investors or the public, changes in consumer preferences and product trends; general market trends; political, legal and regulatory uncertainty regarding cannabis products in general.

In making the forward-looking statements in this press release, the Company has applied several important assumptions, including, without limitation; the Company’s ability to increase its production and the Company’s ability to achieve the expected expansion and growth of its business activities. Although the management of the Company has attempted to identify material factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results are not those anticipated, estimated or anticipated. . There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements.

Therefore, readers should not place undue reliance on forward-looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statements, forward-looking information or financial outlook which are incorporated by reference herein, except in accordance with applicable securities laws. We seek refuge.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/96602


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