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James E Wagner Cultivation Corp
Symbol JWCA
Shares Issued 104,420,339
Close 2020-01-31 C$ 0.215
Recent Sedar Documents

James E. Wagner closes $329,700 tranche 3 of placement

2020-01-31 18:09 ET - News Release

Mr. Nathan Woodworth reports

JAMES E. WAGNER CULTIVATION ANNOUNCES CLOSING OF THIRD TRANCHE AND EXTENSION OF ITS UP TO $7,500,000 PRIVATE PLACEMENT

James E. Wagner Cultivation Corp. has closed the third tranche of its previously announced non-brokered private placement of units of the corporation. Upon closing of the third tranche, the corporation issued a total of 1.57 million units at a purchase price of 21 cents per unit, to raise gross proceeds of $329,700. Each unit is composed of one common share of the corporation and one-half of one common share purchase warrant. Each warrant will be exercisable to purchase one common share at an exercise price of 27.5 cents per share for a period of three years following the date of issuance. The units issued under the third tranche will be restricted from trading for four months from the date of issuance.

In connection with closing of the third tranche, the corporation paid cash finders' fees to certain finders in an amount of $17,713.50, such amount being equal to 7 per cent of the gross proceeds received from the sale of units by such finders.

Certain insiders of the corporation participated in the third tranche for a total of $50,400 worth of units. Participation by those persons constitutes a related-party transaction as defined under Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions). The issuance of units to the related parties is exempt from the formal valuation requirements of Section 5.4 of MI 61-101 pursuant to Subsection 5.5(a) of MI 61-101 and exempt from the minority shareholder approval requirements of Section 5.6 of MI 61-101 pursuant to Subsection 5.7(1)(a) of MI 61-101.

The third tranche is part of a larger offering being conducted by the corporation for up to 35,714,285 units to raise aggregate gross proceeds of up to $7.5-million. The corporation has received consent from the TSX Venture Exchange to extend the offering as it continues to work toward a final closing. The corporation expects to close the final tranche of the offering on or about Feb. 7, 2020. The corporation intends to use the proceeds of the offering for corporate and general working capital purposes and to further develop the corporation's second facility, located at 530 Manitou Dr., Kitchener, Ont., including the development of the new farmgate store location.

Closing of each tranche of the offering is subject to customary closing conditions, including, without limitation, receipt of applicable regulatory approvals, including the approval of the TSX Venture Exchange.

About James E. Wagner Cultivation Corp.

James E. Wagner's wholly owned subsidiary is a licensed producer under the Cannabis Regulations, formerly the Access to Cannabis for Medical Purposes Regulations (ACMPR). It is a premium cannabis brand, focusing on producing clean, consistent cannabis using an advanced and proprietary aeroponic platform named GrowthSTORM. It began as a collective of patients and growers under the Marijuana Medical Access Regulations (the precursor to ACMPR). Since its inception, it has remained focused on providing the best possible patient experience.

We seek Safe Harbor.

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