September 1, 2020 — (Vancouver, BC) good natured Products Inc. (the “Company” or “good natured®”) (TSX-V: GDNP), Integral Wealth Securities Limited (“Integral”) and Canaccord Genuity Corp. (“Canaccord”) today announced the successful closing of a first tranche (the “First Tranche”) of its brokered private placement (the “Offering”) announced on July 8, 2020 for aggregate gross proceeds of $3,020,690.40, and a non-brokered component for gross proceeds of $100,000. The Company expects to close the remaining tranche of the Offering on or about September 30, 2020.
In the First Tranche, the Company has issued 22,290,646 units (a “Unit”) at a price of $0.14 per Unit. Each Unit is comprised of one common share of the Company (a “Common Share”) and one half (1/2) of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder to acquire one additional Common Share at an exercise price of $0.21 per Common Share (the “Exercise Price”) for a period of 18 months from the closing of the First Tranche, subject to acceleration in certain circumstances, as described below.
Net proceeds of the First Tranche will be utilized to complete the repayment of the Company’s outstanding convertible debentures issued on February 28, 2018 (the “2018 Debentures”) and for general working capital purposes. The remaining principal of the 2018 Debentures in the amount of $1,154,000 will be redeemed at a 5% premium, plus accrued interest since August 28, 2020.
In connection with the closing of the First Tranche, the Company paid Integral and Canaccord, plus certain members of the selling group, an aggregate cash commission of $207,448 and a corporate finance fee of $3,000. The Company also issued Integral and Canaccord, and certain members of the selling group, an aggregate of 1,481,773 Warrants (the “Agent Warrants”) equal to 7.0% of the aggregate number of Units issued pursuant to the First Tranche and corporate finance warrants of 21,429, each of which shall entitle the holder thereof to acquire one Common Share for a period of 12-months from the closing date of the First Tranche.
Subject to the approval of the TSX Venture Exchange (the “TSX-V”), the Company will also pay a financial advisory fee of $4,000 and issue 28,571 advisor warrants on the same terms as the Agent Warrants to Boardroom Metrics, in connection with services provided with respect to the non-brokered component of the Offering.
The closing of the First Tranche is subject to final approval by the TSX-V. The Common Shares, Warrants and Agent Warrants issued by the Company in connection with the First Tranche are subject to a four month “hold period” expiring on January 1, 2021 under applicable securities laws.
The securities offered have not been, and will not be, registered under the U.S. Securities Act or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor in any other jurisdiction.
The Warrants will be subject to an acceleration right exercisable by the Company. If, at any time following the date that is nine months from the Closing Date, the daily volume weighted average trading price of the Common Shares on the TSX-V is greater than C$0.32 per Common Share for any 20 consecutive trading days, the Company shall have the right to accelerate the exercise of the Warrants at the Exercise Price. If the Company exercises its Warrant acceleration right, the new expiry date of the Warrants shall be the 30th day following the notice of such exercise.
About good natured Products Inc.
good natured® is producing and distributing one of North America’s widest assortments of better everyday products® made with the highest possible percentage of renewable, plant-based materials and no BPAs, phthalates or other chemicals of concern potentially harmful to human health and the environment.
With a growing assortment of over 385 products and services, good natured® creates eco-friendly home and business products, food packaging, restaurant/take-out containers, medical and industrial supplies designed to do good for the planet, good for human health and good for business by driving incremental sales, minimizing waste and reducing environmental impact, all bundled up in a fresh and approachable brand.
For more information: goodnaturedproducts.com
On behalf of the Company:
Paul Antoniadis – Executive Chair & CEO
1-877-286-0617 ext. 113
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibilities for the adequacy or accuracy of this release.
Cautionary Statement Regarding Forward-Looking Information
Information regarding the Offering contained in this news release constitutes forward-looking information within the meaning of securities laws.
Implicit in this information, particularly in respect of the potential closing of any additional tranches of the Offering and the amount to be raised, are assumptions regarding the general market conditions for offerings such as the Offering and TSX-V approval of the extension of the Offering on the same terms, if necessary. This assumption, although considered reasonable by the Company at the time of preparation, may prove to be incorrect. Readers are cautioned that the closing of the Offering is subject to a number of risks and uncertainties, including risks relating to general economic, market and business conditions and could differ materially from what is currently expected as set out above.
Other than as required under securities laws, we do not undertake to update this information at any particular time.
Forward-looking information contained in this news release is based on our current estimates, expectations and projections, which we believe are reasonable as of the current date. The reader should not place undue importance on forward-looking information and should not rely upon this information as of any other date. All forward-looking information contained in this news release is expressly qualified in its entirety by this cautionary statement.