VANCOUVER, Jan. 25, 2017 /CNW/ – Aurora Cannabis Inc. (the “Company” or “Aurora” or the “Issuer”) (TSXV: ACB) (OTCQB: ACBFF) (Frankfurt: 21P; WKN: A1C4WM) announced today that it has entered into an amending agreement with a syndicate of underwriters led by Canaccord Genuity Corp. (collectively, the “Underwriters”) to increase the size of its previously announced private placement offering. Pursuant to the revised terms of the offering, the Underwriters have agreed to purchase, on a bought deal private placement basis, 26,670,000 units of the Company (the “Units”), at a price of $2.25 per Unit (the “Offering Price”) for aggregate gross proceeds to Aurora of $60,007,500.00 (the “Offering”).
The Company has granted the Underwriters an option (the “Underwriters’ Option”), exercisable in whole or in part up to 48 hours prior to the closing of the Offering, to purchase up to 6,667,500 additional Units of the Company at the Offering Price. If the underwriters’ Option is exercised in full the aggregate gross proceeds of the Offering will be $75,009,375.
Each Unit will be comprised of one common share of the Company (a “Common Share”) and half of one Common Share purchase warrant (each whole Common Share purchase warrant, a “Warrant”). Each Warrant will be exercisable to acquire one Common Share (a “Warrant Share”) for a period of two years following the closing date of the Offering at an exercise price of $3.00 per Warrant Share, subject to adjustment in certain events. The Warrants will be subject to a forced exercise provision if the Company’s daily volume weighted average share price on the TSX Venture Exchange (or such other stock exchange the Company may be trading on) is greater than $4.50 for 10 consecutive trading days following the date that is four months and one day following the closing of the Offering. Net proceeds from the Offering will be used primarily towards the Company’s strategic growth initiatives including its planned facility expansion, and for general working capital purposes.
Closing of the Offering is expected to occur on or about February 23, 2017. The Offering is in the form of a bought deal private placement (i) in Canada to “accredited investors” within the meaning of National Instrument 45-106 and other exempt purchasers in each province of Canada, as agreed upon by the Issuer and the Underwriters, (ii) in the United States only to Qualified Institutional Buyers (within the meaning of Rule 144A), and in each case in compliance with the securities laws of the applicable states of the United States, to investors that the Underwriters have reasonable grounds to believe and do believe are Qualified Institutional Buyers, and (iii) outside Canada and the United States on a basis which does not require the qualification or registration of any of the Common Shares, Warrants, Warrant Shares of the Issuer.