JustKitchen Announces Closing of Private Placement

- June 30th, 2021

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES . TSXV: JK  Just Kitchen Holdings Corp. an operator of ghost kitchens specializing in the development of delivery-only food brands, is pleased to announce that it has closed its previously-announced non-brokered private …

/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES ./

TSXV: JK

 Just Kitchen Holdings Corp. (” JustKitchen ” or the ” Company “) (TSXV: JK) ( Frankfurt : 68Z), an operator of ghost kitchens specializing in the development of delivery-only food brands, is pleased to announce that it has closed its previously-announced non-brokered private placement consisting of 2,906,765 common shares to certain strategic investors (the ” Shares “) at a price of $1.35 per Share for gross proceeds to the Company of C$3,924,134 (the ” Offering “).

The net proceeds raised from the sale of Shares under the Offering are expected to be used by the Company for reasons including but not limited to:

  • the build-out of additional spoke kitchens in Taiwan ;
  • international expansion beyond Taiwan and Hong Kong ;
  • software development;
  • brand acquisition; as well as
  • development and general corporate purposes.

The Company paid commissions to eligible finders under the Offering totaling C$153,724.47 and issued to such finders a total of 53,334 Finder’s Shares.  All securities issued under the Offering are subject to a four-month hold period expiring on October 31, 2021 in addition to such other restrictions as may apply under applicable securities laws in jurisdictions outside of Canada . Final closing of this Offering is subject to the receipt of all necessary regulatory approvals including that of the TSX Venture Exchange.

The securities offered have not been, nor will they be, registered under the US Securities Act, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

ABOUT JUSTKITCHEN

JustKitchen is primarily an operator of ghost kitchens specializing in the development and marketing of proprietary and franchised delivery-only food brands for customers. The Company currently operates in Taiwan and Hong Kong with plans to expand operations to the United States and other Asian countries. JustKitchen uniquely utilizes a hub-and-spoke operating model, which features advanced food preparation taking place at larger hub kitchens and final meal preparation taking place at smaller spoke kitchens located in areas with higher population densities. The Company combines this operating model with online and mobile application-based food ordering fulfilled by third-party delivery companies, to minimize capital investments and operating expenses and reach more customers in underserved markets. The Company’s other business, JustMarket, is an e-commerce grocery delivery platform that allows customers to purchase groceries for delivery or add select grocery items to meals ordered through JustKitchen.

For more information about the Company, please visit investors.justkitchen.com. JustKitchen’s Base Shelf Prospectus, Prospectus Supplement, financial statements and management’s discussion and analysis, among other documents, are all available on the Company’s profile page on SEDAR at www.sedar.com .

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

FORWARD-LOOKING STATEMENTS

This news release contains certain “forward-looking statements” within the meaning of such statements under applicable securities law. Forward-looking statements are frequently characterized by words such as “anticipates”, “plan”, “continue”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “potential”, “proposed”, “positioned” and other similar words, or statements that certain events or conditions “may” or “will” occur. The forward-looking information contained in this press release includes expectations about the Company’s business plans and the use of proceeds of the Offering. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.

SOURCE Just Kitchen Holdings Corp.

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