(TheNewswire)
March 19, 2021 – TheNewswire - Ottawa, Ontario – Molecule Holdings Inc. (CSE:MLCL) (CNSX:MLCL.CN) (“ Molecule ” or the“ Company ”), is pleased to announce that it has completed anon-brokered private placement offering (the “ Offering ”) of 1,000senior secured convertible debenture units (each a “ Unit ”, collectivelythe “ Units ") for gross proceeds of $1,000,000. Each Unit is comprised of $1,000 in principal amount (the“ PrincipalAmount ”) of senior secured convertibledebenture (each, a “ Debenture ”, collectively the “ Debentures ”) andone share purchase warrant (each a “ Warrant ”,collectively the “ Warrants ”) for each $0.30 of PrincipalAmount, each Warrant entitling the holder thereof to acquire onecommon share of the Company (each a “ Warrant Share ”,collectively the “ Warrant Shares ”) at an exercise price of $0.23 per Warrant Share (the“ Exercise Price ”) (subject to adjustment) for a period of thirty-six (36)months from the date of closing of the Offering (the “ Closing ”), expiringon March 18, 2024.
The Debentures will bear interest at a simple rate of8.00% per annum, payable quarterly in cash beginning on June30 th , 2021, and maturing eighteen (18) months from the date ofissuance, being September 18, 2022 (the " Maturity Date "). The holders of the Debenture are entitled to convert the PrincipalAmount of the Debentures at any time prior to the Maturity Date intocommon shares of the Company at a conversion price of $0.15 (the“ ConversionPrice ”), subject to adjustment. As of thedate that is four (4) months and one (1) day following the ClosingDate, the Company will have a right to prepay or redeem the PrincipalAmount, in whole or in part, at par plus accrued and unpaid interestat any time by providing a minimum of 30 days’ and a maximum of 60days’ notice.
The net proceeds of the Offering are expected to beused for general working capital purposes.
The obligations under the Debentures are secured by theassets of the Company and its wholly owned subsidiary, Molecule Inc.,which has also acted as guarantor (the “ Guarantor ”),including a pledge of the shares of the Guarantor (collectively, the“ Security ”). The enforcement of the Security is subject to the termsand conditions of the certificates representing the Debentures (the“ DebentureCertificates ”) and to an Agency andInterlender Agreement entered into among the holders of the DebentureCertificates, the Company, the Guarantor, and an agent.
Subject to the policies of the Canadian SecuritiesExchange (the “ CSE ”) and approval if required, theDebentures and the Warrants provide for change of control as well asanti-dilution adjustments, including corporate actions of the Companyas well as future equity issuances below the Conversion Price orExercise Price, as applicable.
The Company paid a lending fee in connection with theOffering as well as commission to a finder consisting of cash and583,333 compensation warrants (the “ Compensation Warrants ”). Each Compensation Warrant is exercisable into onecommon share of the Corporation for a period of 36 months at anexercise price of $0.15.
All securities issued pursuant to the Offering aresubject to a statutory hold period of four months and a day followingthe Closing Date, expiring on July 19, 2021.
None of thesecurities issued in connection with the Offering will be registeredunder the United States Securities Act of 1933, as amended (the“1933 Act”), and none of them may be offered or sold in the UnitedStates absent registration or an applicable exemption from theregistration requirements of the 1933 Act. This press release shallnot constitute an offer to sell or a solicitation of an offer to buynor shall there be any sale of the securities in any state where suchoffer, solicitation, or sale would be unlawful.
ON BEHALF OF THE BOARD
MOLECULE HOLDINGS INC.
Per: “ PhilipWaddington ”
President, CEO and Director
For further information, pleasecontact:
André Audet, Chairman andCo-Founder
Phone: 1 (888) 665-2853 x101
Email: andre@molecule.ca
About Molecule Holdings Inc.
Molecule works with client-partners to engage in theproduction of cannabis-infused beverages and edibles. We provide theinfrastructure, know-how, technology, and licensing for craftproducers to create consumable cannabis products. Molecule’s goal isto be the on-ramp for companies wishing to enterinto the cannabis beverage and edibles market, but who choose not togo through the significant process of obtaining the required cannabislicences.
Neither the Canadian SecuritiesExchange nor its regulation services provider accepts responsibilityfor the adequacy or accuracy of this press release.
Forward-Looking Statements
Certain statements contained in thisnews release may constitute forward-looking information.
Forward-looking information isoften, but not always, identified by the use of words such as"anticipate", "plan", "estimate","expect", "may", "will","intend", "should", and similar expressions.Forward-looking information involves known and unknown risks,uncertainties and other factors that may cause actual results orevents to differ materially from those anticipated in suchforward-looking information. The Company's actual results could differmaterially from those anticipated in this forward-looking informationas a result of regulatory decisions, competitive factors in theindustries in which the Company operates, prevailing economicconditions, and other factors, many of which are beyond the control ofthe Company. In this news release, the Company is makingforward-looking statements with respect to the use of the net proceedsof the Offering. The Company believes that the expectations reflectedin the forward-looking information are reasonable, but no assurancecan be given that these expectations will prove to be correct and suchforward-looking information should not be unduly relied upon. Anyforward-looking information contained in this news release representsthe Company's expectations as of the date hereof and is subject tochange after such date. The Company disclaims any intention orobligation to update or revise any forward-looking information whetheras a result of new information, future events or otherwise, except asrequired by applicable securities legislation.
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