02:58:44 EDT Tue 30 Apr 2024
Enter Symbol
or Name
USA
CA



Bevcanna Enterprises Inc (3)
Symbol BEV
Shares Issued 3,072,061
Close 2024-03-22 C$ 1.20
Market Cap C$ 3,686,473
Recent Sedar Documents

Bevcanna to issue 1.75 million shares for debt

2024-03-22 17:35 ET - News Release

Mr. John Campbell reports

BEVCANNA ANNOUNCES STRENGTHENING OF BALANCE SHEET WITH DEBT SETTLEMENT AND CLOSING OF FIFTH TRANCHE OF PROMISSORY NOTE FINANCING

In line with Bevcanna Enterprises Inc.'s continued efforts to strengthen its balance sheet, the company intends to settle debts in the aggregate amount of $1,930,742.55 owed by the company to certain creditors of the company in exchange for an aggregate of 1,755,209 common shares at a deemed price of $1.10 per debt settlement share.

The company also announces that, further to its previously disclosed news releases dated Dec. 6, 2023, Jan. 22, 2024, Jan. 29, 2024, Feb. 23, 2024, and March 5, 2024, its wholly owned subsidiary, Naturo Group Enterprises Inc., has closed the fifth tranche of its private placement financing of secured promissory notes for gross proceeds of $71,764.70. Each note matures 12 months from the closing date and bears interest of 15 per cent per annum, which interest was paid on closing and deducted from the gross proceeds of the notes. The notes are secured against all of Naturo's present and after-acquired personal property excluding Naturo's intellectual property.

The company intends to use the net proceeds from the note offering for outstanding payables and general working capital purposes. No finders' fees were paid in connection with the closing of the fifth tranche of the note offering. The company intends to close one or more additional tranches of the note offering.

The proposed debt settlements with John Campbell and Howard Blank (together, the insider settlements) are related party transactions within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions (MI 61-101). The insider settlements are exempt from the valuation requirement of MI 61-101 by virtue of the exemptions contained in Section 5.5(b) of MI 61-101 as the company's common shares are not listed on a specified market and from the minority shareholder approval requirements of MI 61-101 by virtue of the exemption contained in Section 5.7(1)(a) of MI 61-101 in that the fair market value of the insider settlements will not exceed 25 per cent of the company's market capitalization. As the material change report disclosing the insider settlements is being filed less than 21 days before the transaction, there is a requirement under MI 61-101 to explain why the shorter period was reasonable or necessary in the circumstances. In the view of the company, it is necessary to immediately close the insider settlements, and, therefore, such shorter period is reasonable and necessary in the circumstances to improve the company's financial position.

About Bevcanna Enterprises Inc.

Bevcanna Enterprises is a diversified lifestyle and wellness consumer packaged goods company. Bevcanna develops and manufactures a range of alkaline, mineralized and cannabinoid beverages and supplements for both in-house brands and white-label clients.

Based in British Columbia, Canada, Bevcanna owns a pristine alkaline spring water aquifer and a high-capacity, 40,000-square-foot, Health Canada and HACCP (hazard analysis and critical control points) certified flexible manufacturing facility in Osoyoos, B.C. The company's extensive distribution network includes traditional and regulated retail distribution, and on-line through its market-leading brands.

We seek Safe Harbor.

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