Closes First Tranche of $225,000
Progress Towards Building A Strong Canadian Brand
TORONTO, Oct. 4, 2023 – Shiny Health & Wellness Corp. (the “Company”) (TSXV: SNYB) is pleased to announce a non-brokered private placement (the “offering“) consisting of gross proceeds of up to a total of $500,000 and will, on acceptance by the TSXV, close on a first tranche of the Offering for gross proceeds of $225,000.
The Offering is comprised of Units of the Company (each, a “Unit“) at a price of $0.10 per unit, for gross proceeds of up to and aggregate of $500,000.
Each Unit will consist of one common share of the Company (each, a “Unit Share“) and one common share purchase warrant (each, a “Warrant“). Each Warrant will entitle the holder thereof to purchase one common share of the Company (each, a “Warrant Share“) at a price of C$0.35 at any time on or before the date which is 24 months following the closing of the Offering.
The Warrants will be subject to an acceleration clause whereby if the Common shares of the Company, traded on the TSX-V, trade at a volume weighted average price exceeding CAD $1 per Common share for a period of 10 consecutive trading days. At that time the Issuer may, at its discretion, deliver a notice (the “Notice”) to the Warrant holders notifying such Warrant holders that they must exercise their Warrants within thirty (30) days from the date of such Notice. All Common Shares and Warrants comprising the Units, will be subject to a 4-month hold period from the date of issuance, during which any resale or other transfer will be restricted in accordance with applicable securities laws.
7% in Cash or Shares may be payable to eligible finders on all or a portion of the offering. The “Finder” may also receive “Finder’s warrants” (the “Finders Warrants”) entitling it to purchase up to 7% of the shares issued to the purchaser introduced by the Finder under the Offering exercisable at the issue price of CAD .35 for a period of 24 months from the Closing Date. Subject to TSXV acceptance and applicable laws.
The Company intends to use the net proceeds of the Offering for general working capital requirements, including to advance the Company’s cannabis line of business performance by increasing store inventory, store build-outs, plus acquisitions.
The closing of the Offering is subject to receipt of all necessary regulatory approvals including the TSX Venture Exchange (the “TSXV“). Finder’s fees will be payable in accordance with the policies of the TSXV. The Unit Shares, Warrant Shares and any common shares of the Company that are issuable from any finder’s warrants will be subject to a hold period of four months and one day following the closing date of the Offering in accordance with applicable securities laws.
Closing of the First Tranche:
Shiny Health & Wellness Corp. is pleased to announce the closing of the first tranche of the non-brokered private placement (the “Offering”) for gross proceeds of approximately $225,000 from the sale of 2,250,000 units of the Company (each, a “Unit”) at a price of $0.10 per Unit (the “Issue Price”). There is no finders fee to be paid on this first tranche.
Closing of the First tranche of the Offering is subject to receipt of all necessary regulatory approvals including acceptance of the TSX Venture Exchange.This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (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.