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TriState Capital Holdings, Inc. Announces Full Exercise and Closing of Underwriters’ Option to Purchase Additional Depositary Shares

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PITTSBURGH–(BUSINESS WIRE)–TriState Capital Holdings, Inc. (Nasdaq: TSC) (“TriState Capital”)
announced today that the underwriters of its recently closed public
offering of depositary shares, each representing a 1/40th interest in a
share of its 6.375% Fixed-to-Floating Rate Series B Non-Cumulative
Perpetual Preferred Stock, no par value (the “Series B Preferred
Stock”), have exercised in full their option to purchase an additional
420,000 depositary shares. The Series B Preferred Stock has a
liquidation preference of $1,000 per share (equivalent to $25 per
depositary share). The sale of the additional 420,000 depositary shares
resulted in additional net proceeds to the Company of approximately
$10.2 million before expenses.

TriState Capital expects to use the net proceeds from the offering for
general corporate purposes, potentially including repurchases of its
common stock, future acquisitions, its working capital needs and
investments in its subsidiaries.

Keefe, Bruyette & Woods, Inc., A Stifel Company, and Raymond
James & Associates, Inc. acted as joint book-running managers of the
offering. B. Riley FBR, Boenning & Scattergood, Inc. and Stephens Inc.
acted as co-managers of the offering.

A shelf registration statement, including a prospectus, with respect to
the offering was previously filed by TriState Capital with the
Securities and Exchange Commission (the “SEC”) and was declared
effective by the SEC on December 21, 2017. A prospectus supplement
relating to and describing the terms of the offering was filed and is
available on the SEC’s website at www.sec.gov.
Copies of the final prospectus supplement and the accompanying
prospectus relating to these securities may be obtained free of charge
by visiting the SEC’s website at www.sec.gov,
or may be obtained from Keefe, Bruyette & Woods, Inc., Attention: Equity
Capital Markets, 787 Seventh Avenue, 4th Floor, New York, NY 10019, by
calling (800) 966-1559 or by emailing USCapitalMarkets@kbw.com
or Raymond James & Associates, Inc., Attention: Equity Syndicate, 880
Carillon Parkway, St. Petersburg, Florida 33716, by calling 800-248-8863
or by emailing prospectus@raymondjames.com.

This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, any security, nor shall there be any
offer, solicitation or sale of these securities in any jurisdiction in
which such offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction.

ABOUT TRISTATE CAPITAL

TriState Capital Holdings, Inc. (Nasdaq: TSC) is a bank holding company
headquartered in Pittsburgh, Pa., providing commercial banking, private
banking and investment management services to middle-market companies,
institutional clients and high-net-worth individuals. Its TriState
Capital Bank subsidiary had $6.3 billion in assets, as of March 31,
2019, and serves middle-market commercial customers through regional
representative offices in Pittsburgh, Philadelphia, Cleveland, Edison,
N.J., and New York City, as well as high-net-worth individuals
nationwide through its national referral network of financial
intermediaries. Its Chartwell Investment Partners subsidiary had $9.7
billion in assets under management, as of March 31, 2019, and serves
institutional clients and TriState Capital’s financial intermediary
network.

FORWARD LOOKING STATEMENTS

This press release contains “forward-looking statements” in reliance on
the safe-harbor for such statements provided by the Private Securities
Litigation Reform Act of 1995. The words “achieve,” “anticipate,”
“believe,” “estimate,” “expect,” “intend,” “maintain,” “may,”
“opportunity,” “plan,” “potential,” “project,” “sustain,” “target,”
“trend,” or similar expressions, or future or conditional verbs such as
“will,” “would,” “should,” “could,” “may,” and similar expressions,
among others, generally identify forward-looking statements. Examples of
forward-looking statements include, without limitation, statements
relating to TriState Capital’s future plans, objectives or goals and are
based on current expectations, plans or forecasts, including with
respect to the anticipated use of proceeds. Such forward-looking
statements are subject to risks, uncertainties and changed circumstances
that are difficult to predict and are often beyond TriState Capital’s
ability to control.

Actual results or outcomes could differ materially from those currently
anticipated, discussed or projected by forward-looking statements. We
caution readers not to place undue reliance on any forward-looking
statements, which speak only as of the date on which they are made, and
TriState Capital disclaims any duty to revise or update any
forward-looking statement, whether written or oral, that may be made
from time to time by or on behalf of TriState Capital for any reason,
except as specifically required by law. Factors that could cause or
contribute to such differences include, but are not limited to: the
level of market volatility, our ability to execute our growth strategy,
including the availability of future bank acquisition opportunities, our
ability to execute on our revenue and efficiency improvement
initiatives, unanticipated losses related to the completion and
integration of mergers and acquisitions, and other factors and risk
influences contained in our most-recent annual and quarterly reports
filed on Form 10-K and Form 10-Q, and under the heading “Risk Factors”
in the preliminary prospectus supplement filed in connection with the
offering and other documents we file with the Securities and Exchange
Commission from time to time.

Contacts

MEDIA
Jack Horner
Hornercom
267-932-8760, ext. 302
412-600-2295
(mobile)
jack@hornercom.com

INVESTORS
Jeff Schoenborn and Kate Croft
Casteel
Schoenborn
888-609-8351
TSC@csirfirm.com

Cannabis

Valens expands Exclusive Licence Agreement to Bring Leading Cannabis-Infusion Technology to New International Markets

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Valens GroWorks Corp. (TSXV: VGW) (OTCQX: VGWCF) (the “Company” or “Valens“), a cannabinoid-based product company with industry leading extraction, next generation cannabinoid delivery formats and an ISO 17025 accredited analytical lab, is pleased to announce that it has entered an amended manufacturing and sales licence agreement with SōRSE Technology Corporation (“SōRSE“) which grants Valens an exclusive licence for CanadaEuropeAustralia and Mexico to use the proprietary SōRSE emulsion technology (“the Technology“) to produce, market, package, sell and distribute cannabis-infused products (the “Agreement“).

“This Agreement shows Valens’ commitment to invest and broaden its IP portfolio and enable its customers to bring differentiated, next generation products to market,” said Jeff Fallows, President of Valens. “As we move into “Cannabis 2.0” in Canada, we believe the products that offer consistent, high quality and predictable user experiences, like those we are able to create with SōRSE, will capture the lion’s share of attention and be the hallmark for brand development in a strict regulatory environment. With this expanded agreement in place, we have extended this opportunity for our existing customers to key international markets and at the same time established a platform for international consumer brands to add high quality, cannabis infused products to their portfolios.”

The SōRSE Emulsion Technology

The SōRSE emulsion technology transforms cannabis oil into water-soluble forms for use in beverages, edibles, topicals and other consumer products without the burden of cannabis taste, colour or smell. The Technology allows these cannabis infused products to maintain potency when heated, chilled or frozen and provides a number of other key advantages as well, including: (1) a faster observed onset time compared to other infused beverages and edibles, (2) a significant reduction of offset time, (3) an ability to use lower doses of cannabinoids due to the enhanced bioavailability provided by the Technology, and (4) increased consistency and stability with some product formulations achieving more than one-year shelf stability with no evidence of separation.

“We are proud to expand our partnership with Valens and leverage their near-term access to various global markets,” says Howard Lee, CEO of SōRSE. “Over the last year, our team of more than 40 plus professionals has continued to actively focus on creating and developing innovative, desirable products and formats of consumption for cannabis consumers. As emulsion technology becomes more popular through new delivery methods such as ingestion, transdermal, topical and more, it is imperative that quality and safety in consumption leads all innovation in this sector. This is a shared value and mandate that our teams at SōRSE and Valens both prioritize. We look forward to continuing this working relationship with Valens and introducing our award-winning emulsion technology to the global markets.”

Geographic Expansion

The Agreement grants Valens an exclusive licence to use the Technology in CanadaEuropeAustralia and Mexico (except in respect of medical applications requiring clinical trials) during the initial 5-year term, subject to certain performance milestones. This increases the addressable market from 37 million in the current Canada only agreement to 700 million people in the new Agreement, an increase of almost 20x. Furthermore, the Agreement provides a framework for Valens to obtain rights to establish non-exclusive agreements to sell cannabis-infused products using the Technology in the U.S. market and other markets, globally.

Bolstering “Cannabis 2.0” Platform

With the expanded exclusivity, Valens and its white label clients are positioned to not only succeed in the Canadian market, but also in the rapidly emerging legal cannabis and hemp-derived CBD markets in EuropeAustraliaMexico and beyond. The Agreement adds to the Company’s leading white label product offerings across numerous “Cannabis 2.0” categories such as beverages, edibles, transdermal products and more, enabling Valens to better serve its current and future partners.

“We have seen incredible interest from our current and potential clients regarding the SōRSE emulsion technology and we are thrilled to finalize the expanded licence agreement with SōRSE,” said Tyler Robson, CEO of Valens. “We expect the expanded exclusive territory will provide our clients with improved visibility and greater opportunity as they look to build global businesses around cannabis-infused products over the long term.

This is an exciting time in the evolution of ingestible cannabis products such as beverages and edibles. Historically, ingestible products have been lacking the necessary technology to provide a consistent, predictable experience, ultimately giving little reason to consume in this manner. At Valens, we expect that properly formulated, extract-based cannabis products, and infused beverages in particular, could disrupt many established beverage categories such as soft drinks, sports drinks, value-added water and alcohol, the latter of which has a monthly spend per capita that is roughly 16 times higher compared to legal cannabis spend in Canada. We believe the ability to plan an occasion and predict the outcome of use will be a game changer in the market and be the catalyst to bring about the full market potential of cannabis infused beverages and edibles, globally.”

Future White Label Services

The Agreement furthers the existing relationship between Valens and SōRSE and enables Valens to produce and sell SōRSE’s portfolio of branded products in Canada and the other exclusive markets at the option of the Company. These branded products include Happy Apple, a cannabis-infused sparkling cider and Major, a cannabis-infused fruit drink, both recognized as top selling cannabis beverages in the State of Washington, Pearl20, a cannabis-infused food and beverage mixer, and the Utopia line of cannabis-infused sparkling water, among others.

Agreement Summary

The consideration at closing for the exclusivity in the expanded geography was US$10 million, comprised of US$6 million in cash and US$4 million to be issued in common shares of the Company (the “Common Shares“). The Agreement carries an initial 5-year exclusive term with a 2-year renewal of the exclusivity, subject to certain performance milestones related to operational and financial achievements (the “Milestones“). As part of the Agreement, Valens will transfer to SōRSE royalty payments calculated as a percentage of sales (the “Royalty Payments“) and the Royalty Payments will be subject to an annual minimum of $2 million over the 5-year term. The Agreement also provides for a continuation of the Agreement on a non-exclusive basis after the 2-year renewal, subject to annual minimum royalty payments.

All Common Shares pursuant to the Agreement were issued at an indicative price of CDN$3.0471, being the volume-weighted average price of the Common Shares on the TSX Venture Exchange (“TSXV“) for the ten (10) trading days ending December 9, 2019. The Agreement remains subject to approval from the TSXV. All Common Shares issued in connection with the Agreement will be subject to a restricted period of four months and one day. There are no finders’ fees payable by the Company in connection with the Agreement.

 

SOURCE Valens GroWorks Corp.

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Cannabis

Bragar Eagel & Squire, P.C. Reminds Investors That Class Action Lawsuits Have Been Filed Against Energy Transfer LP, Grubhub, Aurora Cannabis, and The RealReal and Encourages Investors to Contact the Firm

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Bragar Eagel & Squire, P.C., a nationally recognized shareholder law firm, reminds investors that class action lawsuits have been commenced on behalf of stockholders of  Energy Transfer LP (NYSE: ET), Grubhub, Inc. (NYSE: GRUB), Aurora Cannabis, Inc. (NYSE: ACB), and The RealReal, Inc. (NASDAQ: REAL). Stockholders have until the deadlines below to petition the court to serve as lead plaintiff. Additional information about each case can be found at the link provided.

Energy Transfer LP (NYSE: ET)

Class Period: February 25, 2017 to November 11, 2019

Lead Plaintiff Deadline: January 20, 2020

On November 12, 2019, the Associated Press reported that Energy Transfer’s Mariner East pipeline project was under investigation by the Federal Bureau of Investigation (“FBI”). Citing interviews with current and former state employees, the Associated Press reported that the FBI’s investigation “involves the permitting of the pipeline, whether [Pennsylvania Governor Tom] Wolf and his administration forced environmental protection staff to approve construction permits and whether Wolf or his administration received anything in return.”

On this news, Energy Transfer’s stock price fell $0.81 per share, or 6.77%, over the following two trading sessions, closing at $11.16 per share on November 13, 2019.

The complaint, filed on November 20, 2019, alleges that throughout the Class Period, defendants made materially false and/or misleading statements, as well as failed to disclose material adverse facts about the company’s business, operational and compliance policies. Specifically, defendants made false and/or misleading statements and/or failed to disclose that: (i) Energy Transfer’s permits to conduct the Mariner East pipeline project in Pennsylvania were secured via bribery and/or other improper conduct; (ii) the foregoing misconduct increased the risk that the Company and/or certain of its employees would be subject to government and/or regulatory action; and (iii) as a result, the Company’s public statements were materially false and misleading at all relevant times.

 

SOURCE Bragar Eagel & Squire, P.C.

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Cannabis

iX Biopharma secures Australian cannabis manufacture licence

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Specialty pharmaceutical company iX Biopharma Ltd (SGX:42C) (“iX Biopharma” or, together with its subsidiaries, “the Group”) is pleased to announce today that its wholly-owned subsidiary, iX Syrinx (“Syrinx”), has been awarded a cannabis manufacture license from the Australian Office of Drug Control under the Narcotics Drugs Act 1967. Under the said licence, the Group is permitted to manufacture and supply extracts and tinctures of cannabis and cannabis resins.

This marks a significant milestone for the Group. Syrinx operates a TGA cGMP certified facility and holds import and export licences for cannabis and State poisons licences; together with the newly granted cannabis manufacture licence, the Group is now able to fully participate in the global medicinal cannabis business.

Importantly, the Group will be able to manufacture and distribute its newly formulated Xativa™ sublingual cannabis wafers in Australia through the Australian Special Access Scheme and in overseas markets. Xativa™ leverages on iX Biopharma’s novel and patented WaferiX™ technology to improve the speed and level of absorption and predictability of effect of medicinal cannabis. Xativa™ provides patients with a more elegant and discreet way to consume medicinal cannabis compared to existing dosage forms for cannabis such as joints, vapes and tinctures, and hence offers a superior user experience. The Group has received feedback from physicians in Australia that the advantages of Xativa™ and its differentiation from the rest of the market offerings are clear and highly desired.

Produced via iX Biopharma’s proprietary freeze-drying technique, the porous and amorphous WaferiX™ matrix holding the active CBD molecules is designed to collapse quickly within the sublingual space. The actives are then transported rapidly across the sublingual membrane into the blood vessels for a rapid onset of action.

“Globally, the use of cannabis for the treatment of a wide range of medical conditions has been growing at an exponential pace. The grant of the cannabis manufacturing licence has come at a most opportune time, allowing us to manufacture, distribute and promote Xativa™ as the gold standard in medicinal cannabis delivery, thereby charting a new growth trajectory for the Group,” said Ms Eva Tan, Director of Corporate and Commercial Strategy of iX Biopharma.

 

SOURCE iX Biopharma Ltd

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