| DENVER, CO, January 6, 2021 – HempFusion Wellness Inc. (“HempFusion” or the “Company”) is pleased to announce that it has completed its initial public offering of 7,000,000 common shares of the Company (the “Offered Shares”) at a price of USD$1.00 per Offered Share (the “Offering Price”) for gross proceeds of USD$7,000,000 (the “Share Offering”) and 10,000,000 units of the Company (the “Units”) at the Offering Price per Unit for gross proceeds of USD$10,000,000 (the “Unit Offering” and collectively with Share Offering, the “Offering”).
HempFusion’s common shares (the “Common Shares”), the common share purchase warrants comprising the Units (the “Warrants”) and the common share purchase warrants issued in connection with the Company’s offering of units completed in August 2019 (the “2019 Warrants”) will commence trading on the Toronto Stock Exchange (the “TSX”) today under the following symbols:
- CBD.U – the Common Shares (including the Offered Shares, the Unit Shares (as described below) and the Warrant Shares (as described below));
- CBD.WT.V – the Warrants; and
- CBD.WT.U – the 2019 Warrants.
“We are incredibly excited to have completed our initial public offering and begin trading on the Toronto Stock Exchange,” commented Jason Mitchell N.D., HempFusion’s CEO. “The additional USD$17 million in capital adds to our healthy treasury, providing us with a solid foundation to build from and execute on our strategic plans for 2021 and beyond. Our goals include increased investment into research and development, expanding our sales and distribution networks, and firmly establishing HempFusion as a leader in the dynamic global CBD industry.”
The Offering
The Offering was completed through a syndicate of agents led by Canaccord Genuity Corp., as sole bookrunner, and including Haywood Securities Inc. and PI Financial Corp. (collectively, the “Agents“). Each Unit offered under the Unit Offering is comprised of one Common Share (each a “Unit Share”) and one-half of one Warrant. Each Warrant entitles the holder to purchase one Common Share (each, a “Warrant Share”) at a price of USD$1.20 per Warrant Share at any time until January 6, 2026. The Unit Shares are subject to a contractual hold period and may not be sold, transferred, pledged, hypothecated or otherwise assigned or traded until May 6, 2021. The Warrant Shares will be subject to a contractual hold period and may not be sold, transferred, pledged, hypothecated or otherwise assigned or traded until July 6, 2022.
The exercise price of the 2019 Warrants, each of which is exercisable to acquire one Common Share (each a “2019 Warrant Share”, and together with the Offered Shares, the Units, the Unit Shares, the Warrants, the Warrant Shares and the 2019 Warrants, the “Securities”), was subject to adjustment based on the Offering Price and has now been confirmed at USD$0.85 per 2019 Warrant Share. The 2019 Warrant Shares will be subject to a contractual hold period and may not be sold, transferred, pledged, hypothecated or otherwise assigned or traded until July 6, 2022.
Under the terms of an agency agreement entered into between the Company and the Agents, the Company has granted the Agents an over-allotment option (the “Over-Allotment Option“), exercisable in whole or in part, at the sole discretion of the Agents, at any time and from time to time, for a period of 30 days following the closing of the Offering, to purchase up to an additional 1,050,000 Offered Shares at the Offering Price per Offered Share and 1,500,000 Units at the Offering Price per Unit, for additional gross proceeds to the Company of up to USD$2,550,000.
No securities regulatory authority has either approved or disapproved of the contents of this news release. This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities of HempFusion in any jurisdiction in which such offer, solicitation or sale would be unlawful.
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 state securities laws. Accordingly, the Securities may not be offered or sold within the United States, or to or for the account or benefit of any U.S. persons or any persons in the United States, absent exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws. “United States” and “U.S. person” are as defined in Regulation S under the U.S. Securities Act.
On Behalf of the Board of Directors,
HempFusion Wellness Inc.
Jason Mitchell
Chief Executive Officer and Director |
