Indiva Closes Final Tranche of Its Unsecured Convertible Debenture Offering

0
31

LONDON,
Ontario,
Jan.
20,
2020
(GLOBE
NEWSWIRE)


Indiva
Limited

(the
“Company”
or
“Indiva”)
(TSXV:NDVA)
(OTCQX:NDVAF)
is
pleased
to
announce
that
further
to
its
news
release
dated
December
9,
2019,
and
December
23,
2019,
it
has
closed
the
second
and
final
tranche
of
its
non-brokered
private
placement
of
unsecured
convertible
debentures
(the
“Debentures”)
in
the
aggregate
principal
amount
of
$1,040,000
(the
“Final
Tranche”).
This
brings
the
total
funds
raised
for
this
private
placement
to
$3,155,000
(the
“Offering”).

As
previously
announced
in
the
Company’s
December
9,
2019,
news
release,
the
Debentures
will
mature
on
the
date
that
is
36
months
from
the
date
of
issuance,
bear
interest
at
the
rate
of
10%
per
annum,
computed
on
the
basis
of
a
360-day
year
composed
of
twelve
30-day
months,
and
payable
semi-annually
on
the
last
day
of
June
and
December
of
each
year,
commencing
on
June
30,
2020.
The
Debentures
will
be
issued
at
a
price
of
$1,000
per
Debenture
with
each
Debenture
being
convertible,
at
the
option
of
the
holder,
into
5,000
common
shares
in
the
capital
of
the
Company
(each,
a
“Share”)
at
a
conversion
price
of
$0.20
per
Share,
subject
to
adjustments.
The
Offering
is
subject
to
final
approval
from
the
TSX
Venture
Exchange.

The
Company
expects
that
the
proceeds
of
the
Offering
will
be
used
for
capital
expenditures,
equipment
purchases
and
working
capital
purposes.

The
Company
has
paid
a
cash
finder’s
fee
in
connection
with
the
Final
Tranche
to
a
finder
in
the
aggregate
amount
of
$3,500,
which
represents
7%
of
the
gross
proceeds
received
from
the
investor
introduced
to
the
Company
by
the
finder.
Insider
participation
in
the
Offering
totalled
$760,000.


MI
61-101
Disclosure

Three
insiders
of
the
Company
participated
in
the
Final
Tranche
and,
as
such,
the
issuance
of
the
Debentures
to
such
insiders
is
a
“related-party
transaction”
within
the
meaning
of
Multilateral
Instrument
61-101

Protection
of
Minority
Security
Holders
in
Special
Transactions
(“MI
61-101”).
However,
the
issuance
is
exempt
from:
(i)
the
valuation
requirement
of
MI
61-101
by
virtue
of
the
exemption
contained
in
Section
5.5(b),
as
the
shares
into
which
the
Debentures
are
convertible
are
not
listed
on
a
market
specified
in
MI
61-101,
and
(ii)
from
the
minority
shareholder
approval
requirement
of
MI
61-101
by
virtue
of
the
exemption
contained
in
Section
5.7(1)(a)
of
MI
61-101,
as
the
fair
market
value
of
the
Debentures
does
not
exceed
25%
of
the
Company’s
market
capitalization.
A
material
change
report
was
not
filed
by
the
Company
21
days
before
the
closing
of
the
Final
Tranche
as
the
level
of
insider
participation
was
not
known
at
that
time
and
the
Company
moved
to
close
the
Final
Tranche
immediately
upon
satisfaction
of
all
applicable
closing
conditions.
In
the
view
of
the
Company,
this
was
reasonable
in
the
circumstances
because
the
Company
wished
to
complete
the
Final
Tranche
as
soon
as
possible.

The
Offering
will
be
conducted
by
the
Company
utilizing
the
“accredited
investor”
exemption
of
National
Instrument
45-106

Prospectus
and
Registration
Exemptions,
and
also
other
applicable
exemptions
available
to
the
Company.

The
Debentures
issued
in
the
Final
Tranche,
and
the
shares
into
which
the
Debentures
issued
in
the
Final
Tranche
may
be
converted
(collectively,
the
“Securities”),
are
subject
to
restrictions
on
resale
under
applicable
Canadian
securities
laws
for
a
period
of
four
months
and
one
day
from
January
20,
2020,
the
issue
date
of
the
Debentures
issued
in
the
Final
Tranche.

None
of
the
Securities
have
been
or
will
be
registered
under
the
United
States
Securities
Act
of
1933,
as
amended,
and
may
not
be
offered
or
sold
in
the
United
States
absent
registration
or
an
applicable
exemption
from
the
registration
requirements.
This
news
release
shall
not
constitute
an
offer
to
sell
or
the
solicitation
of
an
offer
to
buy,
nor
shall
there
be
any
sale
of
the
securities,
in
any
jurisdiction
in
which
such
offer,
solicitation
or
sale
would
require
registration
or
otherwise
be
unlawful.


ABOUT
INDIVA

Indiva’s
family
of
cannabis
brands
set
the
standard
for
quality
and
innovation.
Indiva
aims
to
bring
its
exceptional
portfolio
of
products
to
Canadians
and
cannabis
enthusiasts
around
the
world
as
laws
permit.
Indiva’s
production
facility,
based
in
London,
Ontario,
includes
a
craft
grow
operation
and
an
extraction
and
manufacturing
space,
which
can
process
70
tonnes
of
biomass
annually
and
produce
safe,
high-quality,
cannabis-infused
edibles.
In
Canada,
Indiva
will
produce
and
distribute
the
award-winning
Bhang®
Chocolate,
Ruby®
Cannabis
Sugar,
Sapphire™
Cannabis
Salt,
Gems™,
and
other
derivative
products
through
license
agreements
and
joint
ventures.
Click
here
to
connect
with
Indiva
on
social
media
and
here
to
find
more
information
on
the
Company
and
its
products.


Original
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