rulieve Cannabis Corp. (CSE: TRUL) (OTCQX: TCNNF) (“Trulieve” or “the Company”), today announced the pricing of a marketed public offering of 5,000,000 subordinate voting shares in the United States and Canada (the “Offering”) at a public offering price of C$50.00 per share ($39.63 per share after giving effect to the conversion rate published by Bloomberg at 4:30pm ET on April 7, 2021 to convert Canadian dollars to U.S. dollars). The gross proceeds to Trulieve from the offering are expected to be approximately $198.1 million, before deducting the underwriting discounts and commissions and other offering expenses. Trulieve has granted the underwriters a 30-day option to purchase up to an additional 750,000 subordinate voting shares at the public offering price, less the underwriting discounts and commissions.
The Offering is being conducted through a syndicate of underwriters led by Canaccord Genuity, as sole book-running manager, and all of the shares in the Offering are to be sold by Trulieve. The Offering is expected to close on or about April 12, 2021, subject to satisfaction of customary closing conditions, including the approval of the Canadian Securities Exchange (the “CSE”) and the applicable securities regulatory authorities. Trulieve intends to use the net proceeds from the Offering primarily to fund Trulieve’s business development and for general working capital purposes.
A registration statement on Form S-1 relating to the Offering has been filed with, and declared effective by, the Securities and Exchange Commission (the “SEC”). The Offering is being made in the U.S. only by means of a prospectus included in the Registration Statement, copies of which may be obtained from: Canaccord Genuity LLC, Attention: Syndicate Department, 99 High Street, 12th Floor, Boston MA 0210, by email at prospectus@cgf.com. The Registration Statement has also been filed under the Company’s profile on SEDAR at www.sedar.com.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.
The subordinate voting shares are being offered in all of the provinces and territories of Canada, other than the Province of Quebec, pursuant to a prospectus supplement to the Company’s short form base shelf prospectus dated January 29, 2021, to be filed with the securities commissions or similar securities regulatory authorities in each of the provinces and territories of Canada. Copies of the Canadian base shelf prospectus and the prospectus supplement, following filing thereof, may be obtained from: Canaccord Genuity Corp., Attention: Syndicate Department, by email at prospectus@cgf.com. Prospective investors should read the base shelf prospectus and the prospectus supplement 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 the contents of this press release.
