Mr. Terry Booth of Aurura Cannabis reports
AURORA PROVIDES ADDITIONAL DETAILS ON ACQUISITION OF SHARES OF HEMPCO FOOD AND FIBER INC
Further to the joint press release issued today, Aurora Cannabis Inc. and Hempco Food and Fiber Inc. have provided additional clarification on the call option that Aurora intends to negotiate with the two majority shareholders of Hempco to acquire, in conjunction with the company's participation in Hempco's private placement, an interest in Hempco of up to 31,872,292 shares of Hempco.
As announced earlier today, the investment in Hempco, subject to conditions, may take place in up to three stages:
- Aurora has agreed to loan Hempco $750,000 at an 8-per-cent interest rate. The loan is repayable upon the earliest of: June 8, 2019, a demand by Aurora for repayment, such demand which can only be made on or after Dec. 21, 2017, or the completion of all or any portion of Hempco's non-brokered private placement of units, as announced by Hempco on June 7, 2017.
Upon satisfactory completion of due diligence by Aurora, as well as the satisfaction of a number of other conditions, Aurora, as the sole investor, proposes to participate in a private placement with Hempco to acquire a total of 10,558,676 units, priced at 30.75 cents per unit, for total gross proceeds of $3.2-million. Each unit shall consist of one share and one full warrant. Each warrant gives Aurora the right to purchase, for a period of two years following the closing date, one common share of Hempco for a price of 41 cents.
- Additionally, to satisfy one of Aurora's conditions to participate in Hempco's private placement, Aurora proposes to negotiate to obtain a call option from the two majority owners of Hempco to purchase up to 10,754,942 shares of Hempco from the majority owners as follows:
5,377,471 shares at a price of 30 cents per share;
- 5,377,471 shares, priced at the volume-weighted average price for the five trading days preceding the date of acquisition of the second tranche, subject to a minimum price of 45 cents per share and a maximum of 65 cents per share;
Following completion of all three stages, if completed, Aurora will own 50.1 per cent of Hempco. The option to acquire the securities would, if exercised, be made through available exemptions under National Instrument 62-104 (takeover bids and issuer bids).
Aurora's wholly owned subsidiary, Aurora Cannabis Enterprises Inc., is a licensed producer of medical cannabis pursuant to Health Canada's access to cannabis for medical purposes regulations (ACMPR). The company operates a 55,200-square-foot, state-of-the-art production facility in Mountain View county, Alberta, and is currently constructing a second 800,000-square-foot production facility, known as Aurora Sky, at the Edmonton International Airport, and has acquired, and is undertaking completion of, a third 40,000-square-foot production facility in Pointe-Claire, Que., on Montreal's West Island. Aurora also recently acquired Pedanios GmbH, a leading wholesale importer, exporter and distributor of medical cannabis in the European Union, based in Berlin, Germany.
About Hempco Food and Fiber Inc.
Hempco is a trusted and respected pioneer, innovator and provider of premier hemp seed foods for more than 15 years. Hempco is committed to a triple bottom line: people, planet and profits and to capitalizing on the Hempco mandate of whole crop utilization and developing hemp foods, hemp fibre and hemp nutraceuticals, a tricrop opportunity for producers and processors. Hempco has expanded its business significantly and is generating value and profits for shareholders.
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