Nuuvera Inc. Announces $35MM Bought Deal Offering
TORONTO, ONTARIO–(Marketwired – Jan. 18, 2018) –
Nuuvera Inc. (“Nuuvera” or the “Company”) (TSX VENTURE:NUU) is pleased to announce that it has entered into an agreement with Clarus Securities Inc. and Canaccord Genuity Corp. as co-lead underwriters, on behalf of a syndicate of underwriters (collectively, the “Underwriters”), pursuant to which the Underwriters have agreed to purchase, on a “bought deal” basis, 6,363,640 units (the “Units”) in the capital of the Company at a price of C$5.50 per Unit (the “Offering Price”) for aggregate gross proceeds to the Company of C$35,000,020 (the “Offering”). Each Unit will be comprised of one common share of the Company (a “Unit Share”) and one half of one common share purchase warrant (each whole common share purchase warrant, a “Warrant”). Each Warrant will entitle the holder thereof to purchase one common share of the Company (a “Warrant Share”) at a price of C$7.20 for a period of 24 months following the Closing Date (as defined below).
The Company has agreed to grant the Underwriters an over-allotment option to purchase up to an additional 954,546 Units at the Offering Price, exercisable in whole or in part at any time for a period ending 30 days from the closing of the Offering. In the event the over-allotment option is exercised in full, the aggregate gross proceeds of the Offering will be C$40,250,023.
The Company intends to use the net proceeds from the Offering for working capital and general corporate purposes.
The Units will be offered by way of a short form prospectus to be filed in each of the provinces of Canada, other than the Province of Quebec, by way of a private placement in the United States, and in those jurisdictions outside of Canada and the United States which are agreed to by the Company and the Underwriters, where the Units can be issued on a private placement basis, exempt from any prospectus, registration or other similar requirements.
The Offering is expected to close on or about February 9, 2018 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange (the “Exchange”).
In connection with the Offering, Delavaco Group has been appointed as a special advisor to the Company.
The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any U.S. state securities laws, and may not be offered or sold in the United States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with the requirements of an applicable exemption therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Nuuvera is a global cannabis company founded on Canadian principles, and built with the whole world in mind. Nuuvera is currently working with partners in Germany, Israel and Italy, and is exploring opportunities in several other countries, to develop commercial production and global distribution of medical grade cannabis in legalized markets. Through its subsidiaries, ARA – Avanti Rx Analytics Inc. and Avalon Pharmaceutical Inc., Nuuvera holds a Dealer License (GMP) under the Narcotic Control Regulations and Office of Controlled Substances. Nuuvera is currently in the final stages of the Health Canada review process to become a Licensed Producer of medical marijuana under the ACMPR, and has recently received its “letter to build” approval.
For more information, visit www.nuuvera.com.
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