Insiders and existing shareholders committed the majority of the new capital
A portion of the proceeds will be used to acquire a Pennsylvania producer-processor licensee
BOCA RATON, Florida, June 22, 2020 (GLOBE NEWSWIRE) – Jushi Holdings Inc. (“Jushi” or the “Company”) (CSE: JUSH) (OTCQX: JUSHF), a globally focused multi-state cannabis and hemp operator, today announced it has received firm subscriptions totaling approximately US $ 15.25 million for the 10% senior secured note issuance (” Notes ”) and warrants to acquire subordinate voting shares (the“ “Warrants” and collectively, the “Offer”), of which $ 12.35 million has been received.1 The Company has also received non-binding expressions of interest for additional funding of up to US $ 10 million. The Offer is expected to close on or before the date on which the previously announced acquisition of a Pennsylvania producer-processor licensee is finalized. The Company intends to use US $ 15 million of the proceeds of the offering to fund the cash portion of the acquisition.
The Company expects all funds from subscriptions to be received on or before July 11, 2020. All notes will mature on January 15, 2023 and will bear interest of 10.0% per annum payable in cash quarterly. Jushi’s obligations under the Notes are secured by the assets of Jushi and certain of its subsidiaries (subject to certain exclusions) and are also guaranteed by certain subsidiaries of the Company and rank pari passu with the Senior Secured Notes. at 10% currently outstanding of the Company. In connection with the offering, purchasers of the Notes will also receive warrants to acquire subordinate voting shares of the Company at 75% coverage with an expiration date of December 23, 2024, at a price of exercise equal to US $ 1.25 (~ CA $ 1.70 as of 06/19/20). The warrants contain a cashless exercise option (net settlement) available 12 months after issuance.
Jushi chief executive officer Jim Cacioppo subscribed for US $ 1.5 million in notes, while other insiders subscribed for US $ 3.35 million in notes.
In connection with the Offering, the Company has formed a special committee of independent directors of the board of directors of the Company (the “Special Committee”), composed of Stephen Monroe and Peter Adderton, to establish, review, negotiate and approve the conditions of the Offer. The Special Committee retained the services of AltaCorp Capital Inc. to provide its opinion that the terms of the offering were fair, from a financial point of view, to the Company.
This press release is for informational purposes only and does not constitute an offer to sell, or a solicitation of an offer to buy, nor will there be any sale of the Notes in any State or State. jurisdiction in which such offer, solicitation or sale is illegal. .
1$ 8.3 million subscriptions closed
About Jushi Holdings Inc.
We are a global cannabis and hemp company led by a leading management team. In the United States, Jushi is focused on building a multi-state portfolio of branded cannabis and hemp-derived assets through opportunistic acquisitions, struggling practices and competitive applications. Jushi strives to maximize shareholder value while delivering high quality products at all levels of the cannabis and hemp ecosystem. For more information, please visit www.jushico.com or our social media channels, Instagram, Facebook, Twitter and LinkedIn.
Forward-looking information and statements
This press release contains certain “forward-looking information” within the meaning of applicable Canadian securities laws and may also contain statements that may constitute “forward-looking statements” within the meaning of the safe harbor provisions of US Private Securities Litigation. Reform Act. of 1995. These forward-looking information and forward-looking statements are not representative of historical facts or information or current conditions, but only represent the Company’s beliefs regarding future events, plans or objectives, many of which, by virtue of their nature, are inherently uncertain and beyond the control of the Company. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terms such as “plans”, “expects” or “does not expect”, “is expected”, “budget” , “Foreseen”, “considers”, “foresees”, “intends”, “anticipates” or “not foresee”, or “believes”, or variations of these words and expressions or may contain statements that certain actions, events or results “may,” “could”, “would”, “could” or “will be taken”, “will continue”, “will occur” or “will be achieved”. Forward-looking information and forward-looking statements contained in this document may include, without limitation, information regarding expectations regarding Jushi, or Jushi’s ability to successfully achieve business objectives, and expectations for other aspects. economic, commercial and / or competitive factors.
By identifying such information and statements in this manner, the Company is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors which may cause actual results, level of activity, performance or achievements of the Company. be materially different from those expressed or implied by this information and statements. In addition, in connection with the forward-looking information and forward-looking statements contained in this press release, the Company has made certain assumptions. Key factors that could cause actual results to differ materially from those projected in forward-looking information and statements include: Jushi’s ability to successfully achieve its business objectives, including with regulators, employees , suppliers, customers and competitors; changes in economic, trade and general political conditions, including changes in financial markets; changes in applicable laws; and compliance with extended government regulations, as well as other risks and uncertainties which are further described in the Company’s Annual Information Form dated June 1, 2020 and other documents filed with securities regulatory authorities and regulations which are available at www.sedar.com. If one or more of these risks, uncertainties or other factors materialize, or if the assumptions underlying the forward-looking information or statements prove to be incorrect, actual results may differ materially from those described in this document as intended, planned. , anticipated, raw, estimated or expected.
Although the Company believes that the assumptions and factors used in the preparation, and the expectations contained in, the forward-looking information and statements are reasonable, you should not place undue reliance on such information and statements, and no assurance or warranty can be taken. be given that this forward-looking information and statements will prove to be correct, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and / or forward-looking statements that are contained or referred to. herein, except in accordance with applicable securities laws. All subsequent written and oral forward-looking information and statements attributable to the Company or to persons acting on its behalf are expressly qualified in their entirety by this notice.
Investor Relations Contact:
Executive Vice President of Investor Relations and Treasury