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Organigram Holdings announced a non-binding term sheet with Eviana Health Corporation to make an equity investment.
Organigram Holdings (TSXV:OGI; OTCQB:OGRMF) announced a non-binding term sheet with Eviana Health Corporation (CSE:EHC; OTC:EVNNF) to make an equity investment.
As quoted in the press release:
Equity Investment
Under the terms of the equity investment, which the Companies anticipate completing on or around July 13, 2018 (“Closing Date”), Organigram will invest $10,000,000 in cash into Eviana for 8,695,652 common shares of Eviana and common share purchase warrants (the “Warrants”) as follows: (i) 2,373,319 Warrants exercisable at $1.50 for 18 months; (ii) 3,337,480 Warrants exercisable at $1.75 for 24 months; and (iii) 3,087,487 Warrants exercisable at $2.00 for 36 months, all subject to certain acceleration provisions. The number of Warrants are subject to a proportional adjustment to result in Organigram holding a 40% interest in Eviana on a fully diluted basis immediately following the closing of the transaction.
Post-closing, it is currently expected that Organigram will own approximately 26 [percent]of Eviana’s outstanding shares on a non-diluted basis, and 40 [percent] on a fully diluted basis.
Offtake Agreement for CBD Oil and Equivalents
In addition to the strategic investment by Organigram, the Companies have negotiated the preliminary terms of an offtake agreement whereby Organigram (or an affiliate) shall have the right to purchase up to 50 [percent] of Eviana’s (or its wholly-owned subsidiary’s) annual CBD oil production (or comparable form including but not limited to crystals) at 95 [percent] of the agreed raw CBD oil (or equivalent) wholesale price for a period of five years. The option to purchase a percentage of Eviana’s annual CBD oil production is based on Organigram’s continued ownership in Eviana.
