Namaste announces Non-Brokered Private Placement for up to CAD$5 Million
OREANDA-NEWS. Namaste Technologies Inc. (“Namaste” or the “Company”) (CSE:N) (FRANKFURT:M5BQ) (OTCMKTS:NXTTF) is pleased to announce a non-brokered private placement financing of up to 20,000,000 units of the Company (“Units”) at a price of CAD $0.25 per Unit, with each Unit being comprised of one common share of the Company (a “Common Share”) and one Common Share purchase warrant (a “Warrant”), with each Warrant being exercisable for one Common Share at an exercise price of CAD $0.35 per Common Share for a period of 24 months following the closing date (the “Offering”). All securities issued in connection with the Offering will be subject to a four month and a day hold period. As compensation for the services provided in connection with the Offering, certain eligible finders will receive a cash commission equal to 7% of the gross proceeds raised in the Offering from purchasers directly introduced to the Company by the finders.
The proceeds of the Offering will be used for the following:
- Construction costs for a state-of-the-art facility at Namaste’s wholly-owned subsidiary Cannmart Inc. (“CannMart”). CannMart is a late-stage applicant for a medical cannabis distribution license under the Access to Cannabis for Medical Purposes Regulations (the “ACMPR”). Funds will be put towards completing and upgrading the facility in an effort to reach licensing as soon as possible. CannMart will offer same-day delivery for medical cannabis products in the Greater Toronto Area with an estimated population of over 6 million people. The facility will also offer added value services for Canadian licensed producers under the ACMPR program (“Licensed Producers”), for packaging and order fulfillment services.
- In anticipation of licensing for CannMart, funds from the Offering will be reserved for inventory purchasing of bulk medical cannabis through supply agreements with Canadian Licensed Producers.
- Expansion of a Canadian based warehouse for vaporizer hardware and fulfillment in the CannMart facility. Namaste expects to see substantial revenue growth in its cannabis peripherals business due to recent announcements in relation to exclusive hardware supply agreements with Licensed Producers and as a result of continued organic growth through Namaste’s Canadian hardware distribution network.
In the event that the closing sale price of the Company's Common Shares on the Canadian Securities Exchange is greater than $0.70 per Common Share for a period of 10 consecutive trading days at any time after the closing of the Offering, the Company may accelerate the expiry date of the Warrants by giving notice to the holders thereof and in such case the Warrants will expire on the 30th day after the date on which such notice is given by the Company.
The closing date of the Offering is scheduled to be on or about October 26, 2017 and is subject to certain conditions including, but not limited to, the receipt of all necessary director and regulatory approvals, including the approval of the Canadian Securities Exchange.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws.
Sean Dollinger, President and CEO of Namaste comments: “We have been very focused on working with our security and compliance consultants as well as our architect and contractors at CannMart and will be creating an incredible facility built specifically for our needs. Namaste plans on becoming the premier online retailer for the Canadian medical cannabis industry. We also see the demand for inventory financing of products and with our license expected soon, these funds will help ensure a reliable supply of inventory. Namaste has also been working with Licensed Producers to secure exclusive hardware deals, which will require additional funding for inventory as we enter in to the busiest season of the year.”
Namaste is the largest online retailer for medical cannabis delivery systems globally. Namaste distributes vaporizers and smoking accessories through e-commerce sites in 26 countries and with 5 distribution hubs located around the world. Namaste has majority market share in Europe and Australia, with operations in the UK, US, Canada and Germany and has opened new supply channels into emerging markets including Brazil, Mexico and Chile. Namaste, through its acquisition of Cannmart Inc., a Canadian based late-stage applicant for a medical cannabis distribution license (under the ACMPR Program) is pursuing a new revenue vertical in online retail of medical cannabis in the Canadian market. Namaste intends to leverage its existing database of Canadian medical cannabis consumers, along with its expertise in e-commerce to create an online marketplace for medical cannabis patients, offering a larger variety of product and a better user experience.