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distribution or dissemination directly, or indirectly, in whole or in part, in or into the United States.
June 21, 2018 - Vancouver, British Columbia -- Ascent Industries Corp. ("Ascent" or the "Company") is pleased to announce that it has closed a private placement (the "Offering") of subscription receipts (the "Subscription Receipts") for gross proceeds of $19.2 million. A total of 48,085,500 Subscription Receipts were sold at a price of $0.40 per Subscription Receipt. Each Subscription Receipt will convert to one unit of the Company upon the satisfaction of certain conditions, including the completion of the previously announced reverse take-over of Paget Minerals Corp ("Paget") by Ascent (the "Transaction") and approval of the listing of the common shares of the resulting issuer (the "Resulting Issuer") under the Transaction on the Canadian Securities Exchange ("CSE"), expected to be completed late July or early August 2018. Each unit consists of one common share and one common share purchase warrant of Ascent exercisable at a price of $0.60 per share for a period of 24 months following the date hereof.
Clarus Securities Inc. and Canaccord Genuity Corp. acted as co-lead agents for the Offering, with a syndicate of agents including Haywood Securities Inc. and Echelon Wealth Partners Inc. (collectively, the "Agents"). The Agents received a cash commission equal to 6% of the gross proceeds raised by the Agents (except in the case of purchases by certain investors introduced by the Company to the Agent, in which case the Agents received a cash commission equal to 3% of such gross proceeds) and broker warrants ("Broker Warrants") equal to 6% of the number of Subscription Receipts sold by each Agent. Each Broker Warrant is exercisable to acquire one unit of the Company at the issue price for a period of 24 months from the closing date of the Offering.
The proceeds of the Offering, less the cash commission and certain expenses paid to the Agents will be held in escrow until the completion of the Transaction. If the Transaction does not close by September 21, 2018, the full proceeds of the Offering, plus accrued interest, will be returned to the purchasers of the Subscription Receipts. The Company intends to use the net proceeds of the Offering, once released to the Company upon completion of the Transaction on or before September 21, 2018, for general corporate and working capital purposes.
"We are very pleased with the progress we are making towards completing the Transaction with Paget and becoming listed on the CSE, while we continue to grow our business," said Philip Campbell, CEO of Ascent, "We believe we have a world class management team in the cannabis industry and these funds allow us to continue to steadily implement our business strategy."
About Ascent Industries Corp.
In Canada, Ascent (through its wholly-owned subsidiaries) is a Licenced Producer under the Access to Cannabis for Medical Purposes Regulations of Health Canada, with licences to cultivate cannabis and produce cannabis extracts. In addition, the Company is a Licenced Dealer (through its wholly-owned subsidiaries) under the Controlled Drugs and Substances Act (Canada), with the ability to produce, package, sell, send, transport and distribute medically focused cannabis products in Canada to other licenced entities and internationally in jurisdictions where medical cannabis is legal. In the United States, the Company holds licences in Oregon (for processing and for distribution of cannabis to any licenced entity in the state) and in Nevada (for cultivation and for production, processing and wholesale distribution of cannabis). In Europe, Agrima ApS, a Danish company and wholly-owned subsidiary of Ascent, has submitted licence applications for a Wholesaler Dealers Licence and Controlled Drug Licence in Denmark, and applications for the approval of eight products to the Danish Medical Cannabis Pilot Program.
The Company's operations currently include licenced facilities in British Columbia, Canada, and in Oregon and Nevada in the United States. The Company is increasing its cultivation and production capacity from 50,000 square feet to 710,000 square feet in 2018, from which it expects to produce significantly higher amounts of cannabis and cannabis oil to support its expanding operations.
The Company offers a product suite of more than 40 unique products under several consumer-focused brands, including gel capsules, tinctures, medicinal oils, concentrates, vaporizer pens, pre-rolled joints, various edibles and raw flower. Through careful development of its sophisticated cannabis brands, Ascent is positioned to be a leader in branded, commercialized products in both medical and adult-use markets across North America and internationally.
In addition, the Company conducts cannabis-based research with Simon Fraser University and the University of Kentucky, including in the area of unique cannabinoid formulations that produce targeted physiological outcomes.
For further information regarding the Company, please contact:
Jon Bey, Investor Relations, Ascent Industries Corp.
Telephone: (604) 375-4488
For further information about Paget, please contact:
Mark Brown, Chief Executive Officer, Paget Minerals Corp.
Telephone: (604) 687-3520
This press release does not constitute an offer to sell or a solicitation of an offer to sell 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.
Completion of the Transaction is subject to a number of conditions, including but not limited to, CSE acceptance and if applicable pursuant to the requirements of the CSE, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or listing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon.
Neither NEX nor the CSE has in any way passed upon the merits of the Offering, the proposed Transaction or the listing of the common shares of the Resulting Issuer and has neither approved nor disapproved the contents of this press release.
NEITHER THE TSXV OR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSXV), NOR THE CSE OR ITS MARKET REGULATOR (AS THAT TERM IS DEFINED IN THE POLICIES OF THE CSE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION:
This news release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. In this news release, forward-looking statements relate, among other things, to the proposed Transaction, and the business and operations of Ascent and the Resulting Issuer after the proposed Transaction. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; and the delay or failure to receive board, shareholder or regulatory approvals. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Except as required by law, Ascent assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.