Aurora Provides Additional Details on Acquisition of Shares of Hempco Food and Fiber Inc
VANCOUVER and BURNABY, BC, June 8, 2017 /CNW/ - Further to the joint press release issued today, Aurora Cannabis Inc. (the "Company" or "Aurora") (TSX-V: ACB) (OTCQX: ACBFF) (Frankfurt: 21P; WKN: A1C4WM) and Hempco Food and Fiber Inc. ("Hempco") (TSX-V: HEMP) provide 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% 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 December 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 $0.3075 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 $0.41; and
- Additionally, in order 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:
| a. |
5,377,471 shares at a price of $0.30 per share; and |
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| b. |
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 $0.45 per share and a maximum of $0.65 per share. |
Following completion of all three stages, if completed, Aurora will own 50.1% 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).
About Aurora
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, Quebec, 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 ("EU"), based in Berlin, Germany. In addition, the company is the cornerstone investor with a 19.9% stake in Cann Group Limited, the only Australian company licensed to conduct research on and cultivate medical cannabis, Aurora's common shares trade on the TSX-V under the symbol "ACB". Visit www.auroramj.com for more information.
About Hempco
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, Profits and to capitalizing on the Hempco® mandate of "whole crop utilization" and developing hemp foods, hemp fiber and hemp nutraceuticals, a "tri-crop" opportunity for producers and processors. Hempco® has grown its business significantly and is generating value and profits for shareholders.
This news release includes statements containing certain "forward-looking information" within the meaning of applicable securities law ("forward-looking statements"). Forward-looking statements are frequently characterized by words such as "plan", "continue", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Examples of forward looking statements in this news release include the parties anticipation that they will receive regulatory and TSXV approval for the transaction and that the transaction will proceed. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Companies are under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
The TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
| On behalf of the Board of Directors, |
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| AURORA CANNABIS INC. |
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| Terry Booth, CEO |
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| On behalf of the Board of Directors, |
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| RADIENT TECHNOLOGIES INC. |
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| Denis Taschuk |
Prakash Hariharan |
| President and CEO |
Chief Financial Officer |
SOURCE Aurora Cannabis Inc.
Aurora Cannabis Inc., Cam Battley, Executive Vice President, +1.905.864.5525, [email protected], www.auroramj.com; Marc Lakmaaker, NATIONAL Equicom, [email protected], +1.416.848.1397, www.auroramj.com; Radient Technologies Inc., Don Mosher, VP Capital Markets, +1 604-685-6465, [email protected], www.hempcocanada.com
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