Cresco Labs (CSE:CL) (OTCQX:CRLBF) (“Cresco” or the “Company”), one of the largest vertically integrated multistate cannabis operators in the United States, announced today the pricing of its previously announced best efforts overnight marketed offering (the “Offering”) of subordinate voting shares (the “Offered Securities”) of the Company at a price of C$16.00 per share for a total gross proceeds of approximately US$125 Million. The issue price represents a 3.3% discount to the last close of the Company’s subordinate voting shares traded on the Canadian Securities Exchange as of January 14, 2021. 100% of the Offering is expected to be purchased by a total of seven new and existing institutional investors, including current shareholder, Wasatch Global Investors.
The Offered Securities will be offered in each of the Provinces of Canada, other than Québec, pursuant to a prospectus supplement to the Company’s base shelf prospectus dated July 25, 2019 (collectively, the “Prospectus”) and in the United States on a private placement basis to “qualified institutional buyers” pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act”). In connection with the Offering, the Company intends to enter into an agency agreement with the agents and file the prospectus supplement describing the terms of the Offering with the securities regulatory authorities in each of the provinces of Canada, except Québec.
Closing of the Offering is expected to occur on or about January 21, 2021 and will be subject to market and other customary conditions, including the requirements of the Canadian Securities Exchange.
In addition, the Company intends to grant the agents a 30-day option to purchase up to an additional 15% of the Offered Securities pursuant to the proposed Offering on the same terms and conditions to cover over-allotments.
The Company intends to use the net proceeds of the Offering for organic and inorganic growth opportunities and general corporate purposes.
Copies of the Prospectus, following filing of the prospectus supplement, may be obtained on SEDAR at www.sedar.com. The Prospectus contains important detailed information about the Company and the proposed Offering. Prospective investors should read the Prospectus and the other documents the Company has filed on SEDAR at www.sedar.com before making an investment decision.
No securities regulatory authority has either approved or disapproved of the contents of this news release. The subordinate voting shares have not been and will not be registered under the U.S. Securities Act or any state securities laws. Accordingly, the Offered Securities may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful.
