VANCOUVER, BC, Dec. 15,
2022 /CNW/ - CubicFarm® Systems Corp.
("CubicFarms" or the "Company") (TSX: CUB), is pleased to
announce that it is arranging an offering of units (each, a
"Unit") at a price of CAD$0.063 per Unit for the gross proceeds of
USD$1 million (the
"Offering").
Each Unit shall be comprised of one common share ("Common
Share") in the capital of the Company and one Common Share
purchase warrant ("Warrant") of the Company. Each Warrant
shall entitle the holder thereof to acquire one additional Common
Share at a price of $0.078 for a
period of two (2) years from the closing date (the "Closing
Date") of the Offering.
The Units offered as a part of the Offering shall be offered
pursuant to the listed issuer financing exemption under Part 5A of
National Instrument NI 45-106 – Prospectus Exemptions (the "Listed
Issuer Financing Exemption"). Units offered under the Listed
Issuer Financing Exemption will not be subject to resale
restrictions pursuant to applicable Canadian securities laws.
There is an offering document, Form 45-106F19, (the "Offering
Document") related to the Offering that can be accessed under
the Company's profile at www.sedar.com and on the Company's website
at www.cubicfarms.com. Prospective investors should read the
Offering Document before making an investment decision.
The net proceeds from the issuance of the Units will be used for
debt reduction purposes, as is more fully described in the Offering
Document.
The Offering is anticipated to close on or about December 19, 2022, or such later date as the
Company may determine. The closing is subject to certain conditions
including, but not limited to, the receipt of all necessary
regulatory and other approvals, including the approval of the
Toronto Stock Exchange (TSX).
About HydroGreen
HydroGreen's Automated Vertical Pastures™ technology utilizes a
unique process to sprout grains, such as barley and wheat, in a
controlled environment with minimal use of land, labour and water.
HydroGreen's fully automated indoor growing technology performs all
growing functions including seeding, watering, lighting,
harvesting, and re-seeding—all with the push of a button—to deliver
nutritious fresh forage for livestock without the typical
investment in fertilizer, chemicals, fuel, field equipment, and
transportation. Automated Vertical Pastures™ not only provide
superior nutritious feed to benefit the animal but also enable
significant environmental benefits to the farm.
About CubicFarms
CubicFarms is a leading local chain agricultural technology
company developing and deploying technology to feed a changing
world. Its proprietary ag-tech solutions enable growers to produce
high quality, predictable produce and fresh livestock feed with
HydroGreen Nutrition Technology, a division of CubicFarm Systems
Corp. The CubicFarms™ system contains patented technology for
growing leafy greens and other crops onsite, indoors, all year
round. CubicFarms provides an efficient, localized food supply
solution that benefits our people, planet, and economy.
For more information, please visit www.cubicfarms.com.
Forward looking and other
cautionary statements
Certain statements in this release constitute
"forward-looking statements" or "forward-looking information"
within the meaning of applicable securities laws, including,
without limitation, statements with respect to: the Offering; the
use of proceeds from the Offering; closing of the Offering; and the
Company's products. Such statements involve known and unknown
risks, uncertainties, and other factors which may cause the actual
results, performance, or achievements of the Company, or industry
results, to be materially different from any future results,
performance, or achievements expressed or implied by such
forward-looking statements or information, including the Company
obtaining the approval of the Offering from the Toronto Stock
Exchange and the other factors disclosed under "Risk Factors" in
the Company's annual information form for the year ended
December 31, 2021. Such statements
can be identified by the use of words such as "intend", "expect",
"believe", "plan", "anticipate", "estimate", "scheduled",
"forecast", "predict", and other similar terminology, or state that
certain actions, events, or results "may", "can", "could", "would",
"might", or "will" be taken, occur, or be achieved.
These statements reflect the Company's current expectations
regarding future events, performance, and results and speak only as
of the date of this news release. Consequently, there can be no
assurances that such statements will prove to be accurate and
actual results and future events could differ materially from those
anticipated in such statements. Except as required by securities
disclosure laws and regulations applicable to the Company, the
Company undertakes no obligation to update these forward-looking
statements if the Company's expectations regarding future events,
performance, or results change.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy nor shall there be any sale of any
of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful, including any of the
securities in the United States of
America. The securities have not been and will not be
registered under the United States Securities Act of 1933, as
amended (the "1933 Act") or any state securities laws and may not
be offered or sold within the United
States or to, or for account or benefit of, U.S. Persons (as
defined in Regulation S under the 1933 Act) unless registered under
the 1933 Act and applicable state securities laws, or an exemption
from such registration requirements is available.
SOURCE CubicFarm Systems Corp.