SLANG Worldwide Completes Oversubscribed $66 Million Financing, Satisfies Escrow Release Conditions and Secures Portfolio of Leading Cannabis Brands Ahead of Listing on CSE
SLANG Worldwide Inc. (formerly, Fire Cannabis Inc.) (“SLANG” or the “Company”) is pleased to announce that on September 26, 2018, the Company completed its previously announced offering of subscription receipts of the Company (the “Subscription Receipts”) pursuant to which the Company issued 43,998,590 Subscription Receipts at a price of C$1.50 per Subscription Receipt for aggregate gross proceeds of approximately $66 million (the “Subscription Receipt Offering”). SLANG has subsequently delivered an escrow release notice (the “Escrow Release Notice”) to Odyssey Trust Company (the “Subscription Receipt Agent”) pursuant to the terms of a subscription receipt agreement dated September 26, 2018 between SLANG, the Subscription Receipt Agent and Canaccord Genuity Corp. (the “Subscription Receipt Agreement”) confirming that SLANG has satisfied all of the escrow release conditions, including (i) the completion or satisfaction or waiver of all conditions precedent (other than funding) to the completion of the Acquisitions (as defined herein); (ii) SLANG obtaining a receipt for its final (long-form) prospectus dated January 17, 2019 (the “Prospectus”); and (iii) SLANG obtaining conditional approval from the Canadian Securities Exchange (the “CSE”) for the listing of the common shares in the capital of SLANG (the “Common Shares”) on the CSE.
In connection with the delivery of the Escrow Release Notice, the escrowed funds held by the Subscription Receipt Agent, less certain commissions and expenses, have been released from escrow in order to allow SLANG to, among other things, acquire: (i) all of the interests and equity in National Concessions Group, Inc. (“Organa Brands”) from the existing security holders of Organa Brands (the “Organa Brands Acquisition”); and (ii) all of the interests and equity in NWT Holdings, LLC (“Firefly”) from the existing security holders of Firefly (the “Firefly Acquisition” and together with the Organa Brands Acquisition, the “Acquisitions”). Additionally, pursuant to the Organa Brands Acquisition, the Company has been granted an option to acquire all of the outstanding securities of Allied Concessions Group Inc. (“ACG”) and an option to acquire all of the outstanding securities of NS Holdings, Inc. (“NCG”). NSH and ACG are state licensed entities with cannabis related operations further up the supply chain.
These transactions establish SLANG as a leading consumer packaged goods company in the cannabis industr. We’re on the frontier of one of the greatest opportunities in the history of consumer packaged goods.
Peter Miller, SLANG Co-Founder and CEO
The Acquisitions will complement SLANG’s portfolio of brands in the global cannabis industry, which includes a right of first refusal to license the Green House Brands (Green House Seed Co. and Strain Hunters) in the United States. Management believes that SLANG’s portfolio of brands is uniquely positioned to thrive in the highly competitive cannabis market, as each brand is built on intellectual property with a proven track record of success. The Company will continue to develop and market best-selling branded products that provide the high quality and consistency valued by loyal and prospective consumers. SLANG’s products can now be found in over 2,600 stores across 10 US states and 14 countries.
“We believe that the greatest value in the industry will be created by strong brands that are widely distributed, and our strategy reflects that belief,” said Billy Levy, Co-Founder and President. “SLANG expects to compete at the highest levels in mature cannabis markets while maintaining minimal exposure to commodity cannabis production.”
Conversion of the Subscription Receipts
In connection with the delivery of the Escrow Release Notice, 43,998,590 Subscription Receipts were automatically converted, without any further consideration or action by the holders thereof, into 43,998,590 Common Shares and 21,999,281 common share purchase warrants (the “Warrants”). Each Warrant is exercisable into one Common Share at an exercise price of C$2.25 for a period of 24 months commencing on the date that the Common Shares are listed on the CSE, subject to certain acceleration and adjustment provisions, as described in the Prospectus.
The Common Shares and Warrants (including the Common Shares issuable thereunder) issued upon conversion of the Subscription Receipts have been qualified by the Prospectus and are free trading. A copy of the Prospectus and the receipt therefor is available under the Company’s issuer profile on SEDAR at www.sedar.com.
The Subscription Receipt Offering was completed by a syndicate of agents co-led by Canaccord Genuity Corp. and Clarus Securities Inc., together with GMP Securities L.P. and Paradigm Capital Inc.
Special Warrant Financing
As previously announced, on February 21, 2018, SLANG completed a brokered private placement of 22,393,366 special warrants (the “Special Warrants”) at a price of $0.75 per Special Warrant for gross proceeds of approximately $16.8 million. The Special Warrant financing was co-led by Canaccord Genuity Corp. and Clarus Securities Inc. As a result of penalty provisions attached to the Special Warrants, the Special Warrants automatically converted into 26,872,028 Common Shares and 13,436,005 common share purchase warrants (the “February Warrants”) on July 21, 2018. Each February Warrant entitles the holder thereof to acquire one Common Share at an exercise price of $1.15 until July 21, 2020, subject to certain acceleration and adjustment provisions, as described in the Prospectus. The Common Shares and February Warrants (including the Common Shares issuable thereunder) are free trading.
Listing of the Common Shares on the CSE and Reporting Issuer Status
The Company has received conditional approval from the CSE for the listing of the Common Shares and expects the Common Shares to commence trading on the CSE under the stock symbol “SLNG” at market open on or about January 29, 2019. Listing is subject to the Company fulfilling all listing requirements of the CSE.
Upon obtaining the receipt for the Prospectus, the Company is now a reporting issuer in the Provinces of Ontario, British Columbia, Alberta, Saskatchewan, Québec and Nova Scotia.
SLANG is a leading cannabis-focused consumer packaged goods company. The Company is focused on acquiring and developing market-proven regional brands, as well as creating new brands to meet the needs of cannabis consumers worldwide.
About Organa Brands
Organa Brands revolutionized the cannabis industry with the introduction of the ground-breaking O.penVAPE device in 2012. Today, Organa Brands is home to some of the world’s largest consumer cannabis brands. After developing O.penVAPE, Bakked, Pressies, and Organa Labs into world-class brands with nationwide distribution, the company acquired The Magic Buzz, and an interest in, and exclusive distribution rights for, District Edibles. Organa Brands sells one of its products every 4 seconds around the world, and has delivered over one billion puffs through its flagship O.penVAPE line. A pioneer in the cannabis space, Organa Brands products are available in 10 US states, Canada, and Jamaica.
Launched in 2013, Firefly develops premium portable vaporizers powered by world-class technology. The brand’s Firefly 2 vaporizer is widely considered to be one of the leading premium dry herb vaporizers on the market and can be found today across 14 countries. Firefly’s dynamic convection technology delivers rich, flavorful vapor in seconds and celebrates your flowers and concentrates at their freshest.
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