Alcanna Inc. Announces Preliminary Results of Substantial Issuer Bid
EDMONTON, AB, May 13, 2021 /CNW/ - Alcanna Inc. ("Alcanna" or the "Company") (TSX: CLIQ) announces today the preliminary results of its substantial issuer bid to purchase from holders of the common shares of the Company (the "Common Shares") up to $30 million of Common Shares (the "Offer"). The Offer expired at 5:00 p.m. (Toronto time) on May 12, 2021 (the "Expiry Date").
In accordance with the terms and conditions of the Offer and based on a preliminary count by AST Trust Company (Canada) (the "Depositary"), the Company expects to take up and purchase for cancellation 3,846,153 Common Shares at a purchase price of $7.80 per Common Share (the "Purchase Price"), for aggregate consideration of approximately $30 million, being the maximum purchase price payable under the Offer. The Common Shares expected to be purchased under the Offer represent approximately 9.6% of the Common Shares issued and outstanding at the time the Offer was announced. After giving effect to the cancellation of the Common Shares purchased by the Company under the Offer, 36,204,446 Common Shares are expected to be issued and outstanding.
The Offer was made by way of a modified Dutch auction. Holders of Common Shares ("Shareholders") wishing to tender to the Offer were able to do so pursuant to (i) auction tenders in which they specified the number of Common Shares being tendered at a price of not less than $7.55 and not more than $8.30 in increments of $0.05 per Common Share, or (ii) purchase price tenders in which they did not specify a price per Common Share, but rather agreed to have a specified number of Common Shares purchased at the Purchase Price determined by the auction tenders.
Based on the Depositary's preliminary count, approximately 7,142,829 Common Shares were tendered to the Offer. As the Offer was oversubscribed, Shareholders who made auction tenders at a price of $7.80 or less per Common Share and purchase price tenders are expected to have approximately 94% of their successfully tendered Common Shares purchased by the Company, other than "odd lot" tenders, which are not subject to proration. Shareholders who made auction tenders at a price in excess of $7.80 per Common Share will have their Common Shares returned by the Depositary.
The number of Common Shares to be purchased under the Offer and the Purchase Price are preliminary, subject to verification by the Depositary and the assumption that all Common Shares tendered through notice of guaranteed delivery will be delivered within the two trading day settlement period. The Company will announce the final results following completion of take-up of the Common Shares.
The full details of the Offer are described in the Company's offer to purchase and issuer bid circular dated April 7, 2021, as well as the related letter of transmittal and notice of guaranteed delivery, copies of which were filed and are available on SEDAR at www.sedar.com. All documents referenced here are also available at Alcanna's website at www.alcanna.com.
This news release is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell any Common Shares.
About Alcanna Inc.
Alcanna is one of the largest private sector retailers of alcohol in North America and the largest in Canada by number of stores—operating in excess of 170 locations in Alberta and British Columbia. The Company's majority-owned subsidiary, Nova Cannabis Inc. (TSXV: NOVC), also operates 53 cannabis retail stores in Alberta, Ontario, and Saskatchewan. Alcanna's common shares trade on the Toronto Stock Exchange under the symbol "CLIQ". Additional information about Alcanna Inc. is available at www.sedar.com and the Company's website at www.alcanna.com.
Forward-Looking Information
This news release contains forward-looking statements or information (collectively "forward-looking statements") within the meaning of applicable securities legislation. Forward-looking statements are typically identified by words such as "continue", "anticipate", "will", "should", "plan", "intention", and similar words suggesting future events or future performance. All statements and information other than statements of historical fact contained in this news release are forward-looking statements. In particular, this news release contains forward-looking statements pertaining to the number and percentage of Common Shares deposited and expected to be repurchased under the Offer and the Purchase Price therefor; the percentage of successfully tendered Common Shares to be purchased on a pro-rated basis; the timing of payment for the Common Shares deposited under the Offer; the aggregate purchase price of the Common Shares; and the number of issued and outstanding Common Shares after the completion of the Offer.
With respect to forward-looking statements contained in this news release, the Company has made various assumptions in drawing conclusions or making the projections contained in the forward-looking statements in this news release. Although the Company believes that the expectations reflected in the forward-looking statements, and the assumptions on which such forward-looking statements are made, are reasonable, there can be no assurance that such expectations and assumptions will prove to be correct. Readers should not place undue reliance on forward-looking statements included in this news release. Forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties that may cause actual performance and financial results to differ materially from any estimates, forecasts or projections. These risks and uncertainties include that the number of Common Shares deposited under the Offer are subject to verification by the Depositary and the assumption that all Common Shares tendered through notice of guaranteed delivery will be delivered within the two trading day settlement period.
The forward-looking statements contained in this news release are made as of the date hereof. Except as expressly required by applicable securities legislation, Alcanna does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this news release are expressly qualified by this cautionary statement.
SOURCE Alcanna Inc.
please contact James Burns, Vice Chair and Chief Executive Officer, Alcanna Inc., (587) 460-1026.
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