Avicanna Inc. (“
Avicanna” or the
“
Company”) (TSX: AVCN) (OTCQX: AVCNF) (FSE: 0NN),
an innovative, commercial stage, and international
biopharmaceutical company focused on the development advancement,
and commercialization of evidence-based, cannabinoid-based
products, is pleased to announce that it has closed a non-brokered
private placement (the “
Offering”) of 1,626
convertible debenture units of the Company (the
“
Units”) at a price of $800 per Unit (representing
an original issue discount equal to 20%), for aggregate gross
proceeds of approximately $1,550,400. Each Unit consists of an
aggregate of $1,000 principal amount of secured subordinated
convertible debentures (the “
Debentures”) and 545
common share purchase warrants (each, a
“
Warrant”).
The Debentures will mature one year following
the closing of the Offering (the “Maturity Date”).
Each Debenture shall be convertible at any time following the date
that is six months from the closing of the Offering, at the option
of the holder, into common shares in the capital of the Company at
a price of: (A) $1.20 per share, if converted between the period
commencing six months from the closing of the Offering and ending
on the second business day prior to the Maturity Date; or (B) $0.85
per share, if converted anytime after the second business day
prior to the Maturity Date. The Debentures will not bear interest
prior to the Maturity Date, after which they will bear interest at
a rate of 15% per annum (based on a year of 360 days composed of
twelve 30-day months). Upon a change of control of the Company,
holders of Debentures have the right to require the Company to
repurchase their Debentures, in whole or in part, at a price equal
to 105% of the principal amount of the Debentures then outstanding.
The Company shall have the right at any time and from time to time
during the period commencing on the date that is six months from
the closing of the Offering and the Maturity Date, to repay up to
50% of the principal amount of the then outstanding Debentures. The
Debentures will rank pari passu in right of payment of principal
with all other Debentures issued under the Offering and will be
subordinate to the Company’s outstanding senior secured debt (the
“Senior Debt”).
Each Warrant is exercisable into one common
share in the capital of the Company (each a “Warrant
Share”) at a price of $1.10 per share for a period of
three years from the closing of the Offering.
In connection with the Offering, the Company has
granted to the subscribers of Units a right to subscribe for and
purchase additional units (the “Additional Units”)
on substantially the same terms as the Units issued pursuant to the
Offering if: (A) at any time it wishes to prepay the then
outstanding Senior Debt, and desires to fund, in its sole
discretion, such prepayment through the issuance of such Additional
Units; or (B) an event of default occurs in respect of the Senior
Debt, in each case for the purpose of raising sufficient funds to
prepay or repay, as applicable, the Senior Debt. The issuance of
Additional Units shall be subject in all respects to the approval
of the Toronto Stock Exchange (the “TSX”) and the
terms thereof shall be substantially the same terms as the Units
issued pursuant to the Offering, including the same maturity date
as the Maturity Date notwithstanding the issue date thereof,
subject to any increase in the exercise price of the warrants and
the conversion price of the convertible debentures, in each case
which will form part of any Additional Units to be offered, to be
not less than the then minimum pricing permitted by the TSX, and
any proration and corresponding reduction of the original issue
discount applied to such Additional Units, having regard to the
maturity date of the Additional Units.
The Company intends to use the proceeds from the
Offering for general working capital purposes, general and
administrative expenses, expenditures related to production and
manufacturing, and research and clinical development.
All securities issued under the Offering,
including securities issuable on conversion or exercise thereof,
are subject to a hold period expiring four months and one day from
the date hereof.
The Offering is subject to certain conditions
including, but not limited to, the receipt of all necessary
approvals, including the approval of the TSX.
About Avicanna
Avicanna is a Canadian commercial-stage
biopharmaceutical company established in cannabinoid research,
development, and evidence-based products for the global consumer,
as well as medical and pharmaceutical market segments. In leading
global cannabinoid advancements, Avicanna conducts most of its
research in Canada at its R&D headquarters in the Johnson &
Johnson Innovation Centre, JLABS @ Toronto, located in the MaRS
Discovery District. The company actively collaborates with leading
Canadian academic and medical institutions. Avicanna has
established an industry-leading scientific platform including
advanced R&D and clinical development which has led to the
commercialization of over twenty products across four main market
segments:
- Medical Cannabis & Wellness
Products: Marketed under the RHO Phyto™ brand, or Magisterial
Preparations, these medical and wellness products are an advanced
line of pharmaceutical-grade cannabis products containing varying
ratios of cannabidiol (“CBD”) and tetrahydrocannabinol (“THC”). The
product portfolio contains a full formulary of products including
oral, sublingual, topical, and transdermal deliveries that have
controlled dosing, enhanced absorption and stability studies
supported by pre-clinical data. The advanced formulary is marketed
with consumer, patient and medical community education and
training. Avicanna’s medical and wellness product portfolio also
forms the foundation of the Company’s pharmaceutical pipeline with
the contribution of the formulations that form the basis of the
products as well as the data generated from sales and participation
of the products in real world evidence studies.
- CBD Derma-Cosmetic Products:
Marketed under the Pura H&W™ or Pura Earth™ brands, these
registered, clinically tested, derma-cosmetic products include a
portfolio of functional CBD topical products.
- Pharmaceutical Pipeline: Leveraging
Avicanna’s scientific platform, vertical integration, and
real-world evidence, Avicanna has created a pipeline of
patent-pending drug candidates which are indication-specific and in
various stages of clinical development and commercialization. These
cannabinoid-based drug candidates provide solutions for unmet
medical needs in the areas of dermatology, chronic pain, and
various neurological disorders. Avicanna’s first pharmaceutical
preparation (Trunerox) is in the drug registration stage in South
America.
- Cannabis Raw Materials, Seeds, and
Bulk Formulations: Marketed under the Aureus™ brand, the Company’s
raw material business has successfully completed sales to 11
countries. Aureus offers cannabis dried flower, standardized seeds,
full spectrum extracts, and cannabinoid distillates, isolated
cannabinoids (CBD, THC, cannabigerol (“CBG”) and other rare
cannabinoids), and bulk formulations derived from hemp and cannabis
cultivars through its sustainable, economical, and industrial-scale
subsidiaries based in Colombia. The majority of the Aureus products
are produced at Santa Marta Golden Hemp S.A.S. (“SMGH”), the
Company’s majority-owned subsidiary, which is also Good
Agricultural and Collection Practices (“GACP”) certified and has
United States Department of Agriculture (“USDA”) National Organic
Program certification for its hemp cultivar.
SOURCE Avicanna Inc.
Stay Connected
For more information about Avicanna, visit
www.avicanna.com, or contact Ivana Maric by email at
info@avicanna.com.
Cautionary Note Regarding
Forward-Looking Information and Statements
This news release contains “forward-looking
information” within the meaning of applicable securities laws.
Forward-looking information contained in this press release may be
identified by the use of words such as, “may”, “would”, “could”,
“will”, “likely”, “expect”, “anticipate”, “believe, “intend”,
“plan”, “forecast”, “project”, “estimate”, “outlook” and other
similar expressions, and includes statements with respect to the
use of proceeds of the Offering and the issuance of any Additional
Units. Forward-looking information is not a guarantee of future
performance and is based upon a number of estimates and assumptions
of management in light of management's experience and perception of
trends, current conditions and expected developments, as well as
other factors relevant in the circumstances, including assumptions
in respect of current and future market conditions, the current and
future regulatory environment, the availability of licenses,
approvals and permits, and the utility and potential application of
certain drugs, cannabinoids, compounds and products. Although the
Company believes that the expectations and assumptions on which
such forward-looking information is based are reasonable, undue
reliance should not be placed on the forward-looking information
because the Company can give no assurance that they will prove to
be correct. Actual results and developments may differ materially
from those contemplated by these statements. Forward-looking
information is subject to a variety of risks and uncertainties that
could cause actual events or results to differ materially from
those projected in the forward-looking information. Such risks and
uncertainties include, but are not limited to current and future
market conditions, including the market price of the common shares
of the Company, and the risk factors set out in the Company's
annual information form dated September 3, 2021 filed with the
Canadian securities regulators and available under the Company's
profile on SEDAR at www.sedar.com. The statements in this
press release are made as of the date of this release. The Company
disclaims any intent or obligation to update any forward-looking
information, whether as a result of new information, future events
or results or otherwise, other than as required by applicable
securities laws.
Avicanna (TSX:AVCN)
Historical Stock Chart
From Aug 2024 to Sep 2024
Avicanna (TSX:AVCN)
Historical Stock Chart
From Sep 2023 to Sep 2024