TORONTO, October 29, 2020 – CB2 Insights (CSE:CBII; OTCQB: CBIIF) (“CB2” or the “Company”) is pleased to announce that it has amended the terms of its previously announced offering of Common Shares (as defined below). Under the amended terms of the Offering (as defined below) a syndicate of underwriters (the “Underwriters“) co-led by Echelon Capital Markets (“Echelon“) and Beacon Securities Limited, and including Canaccord Genuity Corp., Mackie Research Capital Corp., Leede Jones Gable Inc. and PI Financial Corp., and pursuant to which the Underwriters have agreed to purchase, on a bought deal basis, 10,640,000 common shares (the “Common Shares“, each a “Common Share”) in the capital of the Company at a price of C$0.47 per Common Share (the “Offering Price“) for aggregate gross proceeds to the Company of C$5,000,800 (the “Offering“).
The Company has granted the Underwriters an option to purchase up to an additional 15% of the Common Shares sold under the Offering, at the Issue Price. The Over-Allotment Option may be exercised in whole or in part to purchase Common Shares as determined by the Underwriters upon written notice to the Company at any time up to 30 days following the closing date of the Offering (the “Over-Allotment Option”).
CB2 Insights intends to use the proceeds of the Offering for strategic M&A activities and general corporate purposes.
The Offering will be completed (i) by way of a short form prospectus to be filed in Alberta, British Columbia, Manitoba and Ontario , (ii) on a private placement basis in the United States pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) and (iii) outside Canada and the United States on a basis which does not require the qualification or registration of any of the Company’s securities under domestic or foreign securities laws.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
The Offering is expected to close on or about November 19, 2020, or such other date as the Company and Echelon may agree, and is subject to customary closing conditions, including the approval of the securities regulatory authorities and the Canadian Securities Exchange.