VALENS GROWORKS ANNOUNCES PRIVATE PLACEMENT, INSIDER PARTICIPATION
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Vancouver, B.C., October 25, 2017 – Valens GroWorks Corp. (CSE: VGW) (the “Company” or “Valens”), a multi- licenced, vertically integrated provider of cannabis products, is pleased to announce a follow up non-brokered private placement of up to 500,000 units (the “Units”) at a price of $1.00 per Unit for gross proceeds of up to $500,000 (the “Offering”).
The net proceeds of the Offering will be used for additional growing and oil extraction capacity at existing facilities, and general corporate purposes. The Company anticipates significant insider and contractor participation in the Offering.
Each Unit will consist of one common share of the Company (a “Common Share”) and one-half of a Common Share purchase warrant (each whole warrant, a ”Warrant”). Each Warrant will entitle the holder thereof to purchase one Common Share at a price of $1.50 for a period of 12 months from the closing of the Offering, subject to the acceleration provision described below. The Units will be made available by way of prospectus exemptions in Canada and in such other jurisdictions as the Company may agree where the Units can be issued on a private placement basis, exempt from any prospectus, registration or other similar requirements.
The Company will be entitled to accelerate the expiry date of the Warrants to the date that is 30 days following the date the Company issues a news release announcing that the published closing price of the Common Shares on the Canadian Securities Exchange (the “CSE”) has been equal to or greater than $2.00 for ten consecutive trading days after the hold period on the Common Shares has expired.
Closing of the Offering is subject to regulatory approval including that of the CSE. The Company may pay a finder’s fee on the non-insider portion of the Offering within the amount permitted by the policies of the CSE.
All securities issued in connection with the Offering will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation.
About Valens GroWorks Corp.
Valens GroWorks Corp. is a CSE-listed biotechnology company with an aggressive buildout strategy in progress. The Company seeks to capture a broad spectrum of medical cannabis users, and adult recreational users once legalized, as well as clinical trial and R&D clients, in pursuit of its ambitious “plants to premium products” objectives. The Company also provides management, consulting, testing and support services to domestic and international licensees, as well as financial support to fully-licensed third-party operations.
The Company operates through two wholly-owned subsidiaries based in the Okanagan Valley of British Columbia: Valens Agritech Ltd. (“VAL”) holds a Health Canada Dealer’s License and is commencing cannabis production and further expansion, and Supra THC Services Inc. (“Supra”), a Health Canada licensed cannabis testing lab providing sector-leading analytical and proprietary services to Licensed Producers and ACMPR patients.
Both subsidiaries are involved in a collaborative research partnership with British Columbia-based universities UBC Okanagan and Thompson Rivers to explore the vast range of bioproducts that can be made from cannabis plant materials. Supra, in collaboration with Thermo Fisher Scientific (Mississauga) Inc., is developing a “Centre of Excellence in Plant Based Medicine Analytics” at the Company’s 17,000 square foot facility located on two acres in Kelowna. For more information, please visit http:/valensgroworks.com, http://www.valensagritech.com and http://www.suprathc.ca.
On behalf of the Board of Directors, VALENS GROWORKS CORP.
(signed) “Rob van Santen”
Chief Financial Officer
For further information, please contact:
Notice regarding Forward Looking Statements
This news release contains certain “forward-looking statements” within the meaning of such statements under applicable securities law. Forward-looking statements are frequently characterized by words such as “anticipates”, “plan”, “continue”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potential”, “proposed”, “positioned” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections
contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Corporation is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events
or otherwise, except as expressly required by applicable law.
The CSE or other regulatory authority has not reviewed, approved or disapproved the contents of this press release. We seek Safe Harbour.