Deal upsized to US$37 million from US$30 million, based on strong investor demand
NEW YORK and TORONTO, May 29, 2020 /CNW/ – TerrAscend Corp. (“TerrAscend” or the “Company”) (CSE:TER, OTCQX: TRSSF), a leading North American cannabis operator, today provided an update regarding its previously announced US$30.0 million non-brokered private placement (the “Offering”). As a result of strong investor demand, the Company has upsized the offering to approximately US$37.0 million, which was oversubscribed and has been fully allocated. TerrAscend closed the second tranche of the Offering on May 28, 2020, issuing 3,561 Units at an issue price of US$2,000 per Unit resulting in proceeds to the Company of US$7.1 million. Subject to the satisfaction of customary closing conditions, the Company currently anticipates a final closing of approximately US$2.7 million on or around June 5, 2020.
Each noninterest-bearing Unit is comprised of one convertible preferred share in the capital of the Company (each, a “Convertible Preferred Share”) and one convertible preferred share purchase warrant (each, a “Warrant”). The Convertible Preferred Shares convert to 1,000 common shares (for non-U.S. investors) at an issue price of US$2.00 per common share and the economic equivalent in proportionate voting shares (for U.S investors). Each Warrant will entitle the holder thereof to purchase one Convertible Preferred Share in the capital of the Company for a period of 36 months at an exercise price of US$3,000 per share, or the equivalent of US$3.00 per common share, as adjusted from time to time pursuant to the terms of the Warrants.
For further details concerning the Offering, please refer to the Company’s news release dated May 19, 2020.
The securities to be issued pursuant to the Offerings have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “1933 Act”), or under any state securities laws, and may not be offered or sold, directly or indirectly, or delivered within the United States absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or a solicitation to buy such securities in the United States.
The Canadian Securities Exchange (“CSE”) has neither approved nor disapproved the contents of this news release. Neither the CSE nor its Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.
TerrAscend provides quality products, brands, and services to the global cannabinoid market. As the first North American Operator (NAO), with scale operations in both Canada and the US, TerrAscend participates in the medical and legal adult use market across Canada and in several US states where cannabis has been legalized for therapeutic or adult use. TerrAscend was the first cannabis company with sales in the US, Canada, and Europe. TerrAscend operates a number of synergistic businesses, including The Apothecarium, an award-winning cannabis dispensary with several retail locations in California; Arise Bioscience Inc., a manufacturer and distributor of hemp-derived products; Ilera Healthcare, Pennsylvania’s premier medical marijuana cultivator, processor and dispenser; and Valhalla Confections, a manufacturer of premium cannabis-infused edibles. TerrAscend holds a cultivation permit in the State of New Jersey and is pending approval for a vertically integrated medical cannabis operation with the ability to operate up to 3 Alternative Treatment Centers. Additionally, TerrAscend holds a Medical Cannabis Processor License in the State of Utah. For more information, visit www.terrascend.com.