Body and Mind Raises $14.7 Million Selling Units at $1.25

Body and Mind Completes Oversubscribed CAD$10 Million Financing

Vancouver, British Columbia–(Newsfile Corp. – May 20, 2019) – Body and Mind Inc. (CSE: BAMM) (OTC Pink: BMMJ) (“BaM” or the “Company”), a multi-state operator with assets in Nevada, California, Ohio and Arkansas, is pleased to announce it has closed its previously announced private placement offering with M Partners Inc., as lead agent, together with a syndicate of agents including PI Financial Corp. (collectively, the “Agents”), for 11,780,904 units of the Company (the “Units”) at a price of CAD$1.25 per Unit for gross proceeds of CAD$14,726,130 (the “Offering”).

The financing was originally planned for gross proceeds of up to CAD$10 million and we are extremely pleased with the increased interest which will allow us to accelerate our growth as a multi-state operator. We have developed multiple platforms to leverage our significant cannabis experience in Nevada and expand our quality brands.

Robert Hasman, President of Nevada Medical Group and a director of BaM

We look forward to advancing our numerous projects including facility expansion and construction, optimization, state licensing opportunities and acquisitions.

Each Unit is comprised of one common share of the Company (each, a “Share”) and one common share purchase warrant of the Company (each, a “Warrant”). Each Warrant entitles the holder thereof to acquire one common share of the Company (each, a “Warrant Share”) at an exercise price of CAD$1.50 per Warrant Share for a period of 48 months following the closing date, subject to adjustment in certain events.

The Agents received a cash commission on the sale of the Offering to non-U.S. persons of CAD$793,937.50. The Agents also received as additional consideration 635,150 non-transferable broker warrants (each, a “Broker Warrant”). Each Broker Warrant entitles the holder thereof to acquire one Unit of the Company at an exercise price of CAD$1.25 per Unit for a period of 48 months following the closing date. M Partners Inc. also received a corporate finance fee of CAD$84,750 inclusive of applicable taxes.

The net proceeds received by the Company from the Offering will be used for expanding production capacity, building out dispensaries, expansion of operations and for working capital and general corporate purposes.

The Shares, Warrants and Broker Warrants and any Shares, Warrants and Warrant Shares issued upon exercise of the Warrants and Broker Warrants (collectively, the “Securities”) issued pursuant to the Offering have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws of the United States.

Accordingly, the Securities of the Company may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons 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.

The Securities issued pursuant to the Offering are “restricted securities” as defined under Rule 144(a)(3) of the U.S. Securities Act and contain the appropriate restrictive legends as required under the U.S. Securities Act. In addition, the Securities are subject to a statutory hold period in Canada of four months and one day following the closing date in accordance with applicable Canadian securities laws, which shall expire on September 18, 2019.

Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

For more information please contact:

Body and Mind Inc.

Michael Mills
Tel: 800-361-6312
mmills@bamcannabis.com

About Body and Mind Inc.

BaM is a publicly traded company investing in high quality medical and recreational cannabis cultivation, production and retail. Our wholly-owned Nevada subsidiary was awarded one of the first medical marijuana cultivation licences and holds cultivation and production licenses. BaM products include dried flower, edibles, oils and extracts as well as GPEN Gio cartridges and Lucid Mood offerings. BaM cannabis strains have won numerous awards including the 2019 Las Vegas Weekly Bud Bracket, Las Vegas Hempfest Cup 2016, High Times Top Ten, the NorCal Secret Cup and the Emerald Cup.

BaM continues to expand operations in Nevada, Arkansas, Ohio and investment in California and is dedicated to increasing shareholder value by focusing time and resources on improving operational efficiencies, facility expansions, state licensing opportunities as well as mergers and acquisitions.

Please visit www.bamcannabis.com for more information.

Original Press Release

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Published by NCV Newswire
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