Emblem Corp. (the “Company”) (TSXV:EMC), formerly Saber Capital Corp. (TSX VENTURE:SAB:H), announces the following updates in respect of its previously announced qualifying transaction (the “Qualifying Transaction”) with 9045538 Canada Inc. (formerly Emblem Corp.).
Emblem Corp. (the “Company“) (TSXV:EMC), formerly Saber Capital Corp. (TSX VENTURE:SAB:H), announces the following updates in respect of its previously announced qualifying transaction (the “Qualifying Transaction“) with 9045538 Canada Inc. (formerly Emblem Corp.).
Further to its press release dated December 7, 2016, the Company announces that it expects to close today its previously announced non-brokered private placement of units for gross proceeds of $787,500 (the “Private Placement“). Each unit will be comprised of one common share of the Company (a “Common Share“) and one-half of one Common Share purchase warrant, with each whole warrant entitling the holder thereof to acquire one Common Share for a period of thirty-six months from the date of issuance at an exercise price of $1.75 per Common Share. Closing of the Private Placement remains subject to final approval of the TSX Venture Exchange (the “Exchange“) and other standard closing conditions.
Upon completion of the Qualifying Transaction and the Private Placement, the Company will have 65,620,811 Common Shares issued and outstanding on an undiluted basis (including an aggregate of 1,199,374 Common Shares issued for finder’s and agent fees in connection with the Company’s previously completed brokered and non-brokered offering of subscription receipts and short form offering document financing). The principals of the Company collectively hold 10,001,188 Common Shares and 14,065,285 non-voting special shares, which are subject to a Tier 2 Value Security Escrow Agreement dated December 8, 2016 among the Company, Computershare Investor Services Inc. and certain securityholders of the Company (the “Escrow Agreement“), pursuant to the policies of the Exchange. In addition, 1,544,904 Common Shares held by non-principals of the Company are subject to the Escrow Agreement.
It is expected that the Common Shares will resume trading on the Exchange on December 12, 2016 under the new ticker symbol “EMC” once the Exchange issues its final exchange bulletin confirming the completion of the Qualifying Transaction.
Emblem is licensed under the Access to Cannabis for Medical Purposes Regulations (the “ACMPR“) to cultivate and sell medical marihuana. Emblem carries out its principal activities producing marihuana from its facilities in Paris, Ontario pursuant to the provisions of the ACMPR and the Controlled Drugs and Substances Act (Canada) and its regulations.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the Qualifying Transaction and has neither approved nor disapproved the contents of this press release.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release contains forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectation. Emblem cautions that all forward looking statements are inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond Emblem’s control. Such factors include those described in the Company’s Filing Statement dated November 30, 2016 filed with the Canadian Securities Administrators and available on www.sedar.com. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward looking information. Except as required under applicable securities legislation, Saber undertakes no obligation to publicly update or revise forward-looking information.
A halt in trading shall remain in place until after the Qualifying Transaction is completed or such time that acceptable documentation is filed with the Exchange.