Vext Science, Inc. (CSE: VEXT) (OTCQX: VEXTF) (“VEXT” or the “Company”), a vertically integrated multi-state cannabis company in the United States, is pleased to announce that it has closed its previously announced non-brokered private placement offering of 1,395,000 units of the Company (“Units”) at a price of $1.12 per Unit for aggregate gross proceeds of approximately $1.6 million (the “Offering”). All references to currency in this news release are to Canadian dollars.
Each Unit is comprised of one common share (each, a “Subordinated Voting Share”) in the capital of the Company and one-half of one common share purchase warrant (each whole warrant, a “Warrant”) of the Company. Each Warrant entitles the holder thereof to purchase one Subordinated Voting Share at a price of $1.40 until February 8, 2024, subject to the Accelerated Exercise Period (as defined below), after which time the Warrants will be void and of no value. If, at any time prior to the expiry date of the Warrants, the volume weighted average trading price of the Subordinated Voting Shares on the Canadian Securities Exchange (or such other stock exchange where the Subordinated Voting Shares are then listed) is greater than or equal to $2.50 for a period of 20 consecutive trading days, the Company may, in its sole discretion, provide written notice to the holders of the Warrants by way of a news release advising that the Warrants will expire at 4:00 p.m. (Toronto Time) on the 30th day following the date of such notice unless exercised by the holders prior to such date (the “Accelerated Exercise Period”).
The proceeds raised from the sale of Units under the Offering are expected to be used by the Company for corporate expansion projects and general corporate purposes, as more particularly set out in the Company’s final short form prospectus dated February 2, 2021 (the “Prospectus”), available under the Company’s profile at www.sedar.com. The securities issued pursuant to the Offering are subject to resale restrictions, including a hold period of four months and one day pursuant to applicable Canadian securities laws.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described in this news release in the United States or any other jurisdiction in which such offer, solicitation or sale would be unlawful. Such securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and, accordingly, may not be offered or sold in the United States or to, or for the account or benefit of, “U.S. persons” (as those terms are defined in Regulation S under the U.S. Securities Act) absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws.
