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Radient Technologies Inc. Announces up to CAD $15.4 Million in Debenture Financings and Provides Corporate Update

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EDMONTON, Alberta, Feb. 10, 2020 (GLOBE NEWSWIRE) — Radient Technologies Inc. (“Radient” or the “Company”) (TSX Venture: RTI; OTCQX: RDDTF), a global commercial manufacturer of high quality cannabinoid-based ingredients, formulations and products, is pleased to announce a total financing package of up to CAD $15,400,000 through the issuance of up to $10.4 million of unsecured convertible notes (the “Notes”) and up to $5 million of unsecured debentures (the “Debentures”).
$10.4 Million Note Financing with Institutional InvestorRadient has entered into a non-binding Letter of Intent (the LOI”) with an institutional investor to subscribe for up to CAD $10,400,000 of convertible notes (the “Notes”).  Attached to the Notes will be share purchase warrants with the terms described below (the “Warrants”).The Notes and accompanying Warrants shall be issuable in separate tranches (each a “Tranche“). The Notes shall be convertible into, and the Warrants shall be exercisable for, common shares (“Common Shares“) in the capital of the Company, at prices to be determined at the closing of each Tranche.The Company shall issue the Notes in the principal amount of $2,000,000 for the two initial tranches (the “Initial Tranche“) and shall issue Notes in the principal amount of $800,000 for each subsequent Tranche (each, a “Subsequent Tranche“) based on a liquidity multiple and, in respect of each Tranche, accompanying Warrants, as described herein. The subscription price for each Note is 95% of its face value and the Notes shall bear no interest and the maturity date of the Notes shall be for a month.The conversion price of the Notes will be based on the closing volume weighted average trading price at the time preceding signing. The First Tranche and each Subsequent Tranche will also include Warrants exercisable for a period of one year for such number of Common Shares as is equal to 30% of the total commitment The exercise price of the Warrants will be determined at each closing and will be priced at a minimum 5% premium to the applicable conversion price for such Tranche.There will be no maintenance fees paid and an 8% commitment fee will be paid in shares for the total commitment. The closing of this transaction is subject to due diligence, regulatory approvals including approval of the TSX Venture Exchange (“TSXV”) and execution of definitive documentation.CAD $5 Million Debenture FinancingIn addition to the above, Radient announces a CAD $5 million non-brokered debenture financing (the “Debenture Financing”). The Debentures are unsecured and have an interest rate of 15% per annum. The Debentures will mature on the date that is the 12-month anniversary from the Closing Date (the “Maturity Date”).  The Company will issue to the Debenture holders such number of common share purchase warrants (the “Warrants”) equal to 50% of the principal value of the Debentures. Each Warrant will be exercisable into one common share of the Company at an exercise price of CAD $0.70 per share and have a 24-month expiry from the Closing Date.  The Debenture Financing is expected to close in tranches and is subject to TSXV approval.The Company plans to use the proceeds from the both financings for growth initiatives and for general working capital purposes. Denis Taschuk, President & CEO of Radient commented, “We are pleased to have this financing along with the sale/leaseback in place as it will allow us to continue along our current growth trajectory, which includes the completion of the building construction of our 89,000 sq ft Edmonton III facility. In addition, the access to working capital that this financing provides gives us a strong foundation as we continue to accelerate our ‘Cannabis 2.0’ initiatives.”Corporate Update:Cannabis 2.0 InitiativesAs the Canadian Cannabis industry prepares for Cannabis 2.0 product introductions the Company is well placed to support industry participants through its own product offerings.  Within the Company’s near-term product pipeline is a range of intermediate, white-label, and formulated offerings to support prospective customers’ Cannabis 2.0 initiatives.  These offerings range from resins and high purity distillates to stable infusions and emulsions, all of which enable the development of food and beverage, vaping, and personal care products both at large and “craft” scale.  The initial intermediate products from this pipeline are expected to launch in February 2020, followed by additional oil and oil capsule products, THC concentrates, and topical products over the subsequent two to three months.Sale-Leaseback TransactionFurther to the news release dated January 14, 2020, Radient is pleased to announce progress on the sale leaseback transaction. This is part of an asset-backed financing incorporating both the land and buildings and equipment financing. As per the binding LOI previously announced on January 14, 2020, 223801 Alberta Ltd (the “Purchaser’) will purchase the land and buildings comprising the Company’s Edmonton I, II and III facilities (the “Land’) for approximately CAD $20 million. Due diligence is substantially complete and the parties are proceeding to finalizing definitive documentation.  The Company continues to work on arranging additional equipment financing (the “Equipment Financing”) that was initially announced in Radient’s press release dated November 29, 2019. The Equipment Financing is expected to incorporate the equipment contained within the Edmonton I, II, and III facilities that will include equipment upgrades for high purity distillates, resins, downstream finishing and processing. Radient will update shareholders when the terms of this Equipment Financing have been finalized. The purchase and sale agreement is expected to close in calendar Q2, 2020.About Radient 
Radient Technologies is a commercial manufacturer of high quality cannabinoid based formulations, ingredients and products. Utilizing a proprietary extraction and downstream processing platform that recovers up to 99% of cannabinoids from the cannabis plant, Radient develops specialty products and ingredients that contain a broad range of cannabinoid and terpene profiles while meeting the highest standards of quality and safety. Please visit www.radientinc.com for more information.
SOURCE: Radient Technologies Inc.Caitlin Cheadle, Director of Communications: ccheadle@radientinc.comForward Looking Information:
This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation. Forward-looking information includes, without limitation, statements regarding the closing of the proposed Note and debenture financings and the sale and leaseback transaction, the growth of the Company’s business operations; the construction of the Company’s facilities; the Company’s ability to grow its business in the cannabis sector and the Company’s future plans. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Radient, as the case may be, to be materially different from those expressed or implied by such forward-looking information. Although Radient has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. Radient does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
NEITHER 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. 

Cannabis

Brigadier Announces Increase to Private Placement

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Vancouver, British Columbia–(Newsfile Corp. – June 1, 2020) – Brigadier Gold Limited (TSXV: BRG.H) (the “Corporation“) announces that further to its announcement on May 11, 2020 regarding the non-brokered private placement of up to 7,000,000 units (the “Units“) of the Corporation at a price of $0.05 per Unit for aggregate gross proceeds of up to $350,000 (the “Offering“), the Corporation has increased the offering to up to 14,000,000 Units for aggregate gross proceeds of up to $700,000. The Units will be comprised of one common share in the capital of the Corporation (“Common Share“) and one Common Share purchase warrant (“Warrant“). Each Warrant entitles the holder thereof to purchase one Common Share for $0.10 for a period of one year following the date of closing of the Offering. The Corporation may pay a commission or finder’s fee to qualified non-related parties of up to 7% of the gross proceeds of the Offering, in cash.

As further described in the news release of the Corporation dated May 11, 2020, the Corporation has entered into an option agreement (the “Agreement“) with Rudolf Wahl and Mike Dorval to acquire a 100% interest in the Killala Lake South diamond property, consisting of forty-six (46) cell claims units located in Killala Lake, Foxtrap Lake Area Townships, Thunder Bay Mining District, Ontario (the “Property“), subject to reservation of royalties in favor of the Wahl Group (the “Transaction“). The Offering is being completed in connection with the Transaction.

The proceeds of the Offering are expected to be used to make payments under the Agreement, to complete the work program on the Property as recommended in the technical report prepared in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101“), and for general working capital and corporate purposes.

Completion of the Offering and Transaction are subject to regulatory approval, including TSXV approval, and in the case of the Transaction, the completion of a technical report on the Property in accordance with NI 43-101. The Corporation has applied to the TSXV to be listed as a Tier 2 mining issuer concurrent with the completion of the Transaction and the Offering. The Common Shares and Warrants issued will be subject to a four month hold from the date of the closing of the Offering.

Trading in the Common Shares of the Corporation will remain halted until the TSXV has reviewed and approved the Transaction.

For further information, please contact:

Brigadier Gold Limited
Ranjeet Sundher, Chief Executive Officer
(604) 377-0403
corporate@brigadiergold.ca

Reader Advisories

This news release contains statements which constitute “forward-looking information”, including statements regarding the plans, intentions, beliefs and current expectations of the Corporation, its directors, or its officers with respect to the future business activities of the Corporation, including, without limitation, completion of the Transaction and the Offering, obtaining TSXV approval for the Transaction, the Corporation’s ability to meet the listing requirements for a Tier 2 mining issuer on the TSXV, and completing a technical report in accordance with NI 43-101. Readers are cautioned that any such forward-looking statements are not guarantees of future business activities and involve risks and uncertainties, and that the Corporation’s future business activities may differ materially from those in the forward-looking statements as a result of various factors, including, but not limited to, fluctuations in market prices, successes of the operations of the Corporation, equity market conditions including without limitation, the impact of the COVID-19 pandemic, continued availability of capital and financing and general economic, market or business conditions. There can be no assurances that such information will prove accurate and, therefore, readers are advised to rely on their own evaluation of such uncertainties. The Corporation does not assume any obligation to update any forward-looking information except as required under the applicable securities laws.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release.

Neither the TSX Venture Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this release.

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/56909

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Wolf’s Den Announces Further Update to Its 2019 Annual Filings and Continuous Disclosure

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Vancouver, British Columbia–(Newsfile Corp. – June 1, 2020) – Wolf’s Den Capital Corp. (the “Company“) announces that, further to its news release dated April 29, 2020, the Company has delayed the filing of its audited annual financial statements, management’s discussion and analysis, as well as the associated CEO and CFO certifications for the year ended December 31, 2019 (collectively, the “Required Disclosure“) pursuant to BC Instrument 51-515 – Temporary Exemption from Certain Corporate Finance Requirements (BC 51-515).

In addition, the Company is announcing that filing of the interim financial statements, management’s discussion and analysis, and related certifications for the interim period ended March 31, 2020 (the “Interim Filings“) due June 1, 2020, will be postponed pursuant to BC 51-515 until filing of the Required Disclosure has been completed. The Company is continuing to work diligently to file the Interim Filings by July 14, 2020.

Other than as disclosed herein or under the Company’s profile on SEDAR at www.sedar.com, including the press releases dated March 6 and March 20, 2020, the Company confirms that there have been no material business developments since January 2, 2020, being the filing date of its last interim financial statements.

The Company’s management and other insiders are subject to an insider trading black-out policy that reflects the principles in section 9 of National Policy 11-207 Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions.

For further information please contact:

Richard Buzbuzian, President and CEO
Wolf’s Den Capital Corp.
700, 595 Burrard Street
Vancouver, BC V7X 1S8
Phone: (647) 501-3290

Forward Looking Information

This news release contains forward‐looking statements and forward‐looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. All statements other than statements of historical fact may be forward‐looking statements or information. More particularly and without limitation, this news release contains forward‐looking statements and information relating to the filing of the Required Disclosure and other matters. The forward‐looking statements and information are based on certain key expectations and assumptions made by management of the Company. As a result, there can be no assurance that filings will occur in the timelines provided herein. Although management of the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward‐looking statements and information since no assurance can be given that they will prove to be correct.

Forward-looking statements and information are provided for the purpose of providing information about the current expectations and plans of management of the Company relating to the future. Readers are cautioned that reliance on such statements and information may not be appropriate for other purposes, such as making investment decisions. The forward-looking statements in this press release include the Company’s intentions regarding the filing of the Required Disclosure. Since forward‐looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. The forward‐looking statements and information contained in this news release are made as of the date hereof and no undertaking is given to update publicly or revise any forward‐looking statements or information, whether as a result of new information, future events or otherwise, unless so Required by applicable securities laws. The forward-looking statements or information contained in this news release are expressly qualified by this cautionary statement.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/56989

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Red Light Holland Announces Institutional Lead Order for a Fully Subscribed $5 Million Private Placement

Newsfile

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Toronto, Ontario–(Newsfile Corp. – June 1, 2020) – Red Light Holland Corp. (CSE: TRIP) (“Red Light Holland” or the “Company“), an Ontario-based corporation positioning itself to engage in the production, growth and sale of a premium brand of magic truffles to the legal, recreational market within the Netherlands, is pleased to announce the proposed Offering (as defined earlier today) announced earlier today is now fully subscribed, upon receiving a significant lead order from an institutional investor.

“We are elated to receive additional capital into Red Light Holland so quickly which will enable us to focus on executing on our business plan and to build a leading premium brand within the Netherlands and globally. The fact that we were able to source such a significant lead order so soon after going public shows the confidence investors have in our Company’s team and vision. Cash is king and we are cashed up and ready to rock,” said Todd Shapiro, CEO and Chairman.

The Closing Date is scheduled to be on or about June 8, 2020, upon completion of certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the CSE and the applicable securities regulatory authorities.

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 the securities in any state in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws.

About Red Light Holland Corp.

The Company is an Ontario-based corporation positioning itself to engage in the production, growth and sale (through existing Smart Shops operators and an advanced e-commerce platform) of a premium brand of magic truffles to the legal, recreational market within the Netherlands, in accordance with the highest standards, in compliance with all applicable laws.

For additional information on the Company:

Todd Shapiro
Chairman and Chief Executive
Tel: 647-204-7129
Email: todd@redlighttruffles.com
Website: https://redlighttruffles.com/

Forward-Looking Statements

Neither the Canadian Securities Exchange nor its Market Regulator (as that term is defined in the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.

Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties, certain of which are beyond the control of Red Light Holland. 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. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. Forward looking statements include, but are not limited to, the anticipated closing of the Offering, the anticipated use of proceeds, and the receipt of regulatory approvals, including the approval of the CSE. The Company assumes no obligation to update forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

Not for distribution to United States newswire services or for dissemination in the United States.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/56975

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