The Flowr Corporation has entered into an equity distribution agreement with Cantor Fitzgerald Canada Corporation (the “Agent”) and filed a Prospectus Supplement (as defined hereafter) in respect of the at-the-market equity program (the “ATM Financing”).
The ATM Financing allows the Company to issue and sell up to C$20,000,000 of common shares in the capital of the Company (the “Common Shares”) from treasury to the public, from time to time, through the Agent, at the Company’s discretion and in accordance with the terms and conditions of the Distribution Agreement. All Common Shares issued under the ATM Financing will be sold in transactions that are deemed to be “at-the-market” distributions as defined in National Instrument 44-102 – Shelf Distributions, including sales made directly on the TSX Venture Exchange or any other “marketplace” (as defined in National Instrument 21-101 – Marketplace Operation) in Canada, and/or any other method permitted by applicable law, at the prevailing market price at the time of sale and, as such, prices may vary among purchasers during the period of the ATM Financing.
The ATM Financing is intended to provide the Company with additional financing flexibility should it be required in the future. The volume and timing of distributions under the ATM Financing, if any, will be determined in the Company’s sole discretion and in accordance with the terms and conditions of the Distribution Agreement. Distributions of the Common Shares under the ATM Financing will be made pursuant to the terms and conditions of the Distribution Agreement.
The ATM Financing will be effective until the earlier of the date on which: (i) the issuance and sale of all of the Common Shares issuable pursuant to the ATM Financing have been completed; and (ii) the receipt issued for the Shelf Prospectus (as defined below) ceases to be effective, unless earlier terminated prior to such date by the Company or the Agent in accordance with the terms of the Distribution Agreement. Flowr intends to use the net proceeds from the ATM Financing, if any, for general corporate purposes and working capital needs, including servicing certain of its credit facilities. Although the Company’s senior credit facilities require that net proceeds of equity offerings be used to repay such credit facilities, Flowr expects to receive the requisite consents to use the proceeds from the ATM Financing for other purposes.
The offering of Common Shares under the ATM Financing is qualified by a prospectus supplement dated June 1, 2021 (the “Prospectus Supplement”) to the short form base shelf prospectus dated April 9, 2021 (the “Shelf Prospectus”), which were each filed with the applicable securities regulatory authorities in each province of Canada. The Distribution Agreement, the Prospectus Supplement and the Shelf Prospectus are available on the System for Electronic Document Analysis and Retrieval website at www.sedar.com.
This news release does not constitute an offer to sell or the solicitation of an offer to buy the Common Shares, nor shall there be any sale of the Common Shares in any province, state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such province, state or jurisdiction.
Flowr is a Toronto-headquartered cannabis company with operations in Canada, Europe, and Australia. Its Canadian operating campus, located in Kelowna, BC, includes a purpose-built, GMP-designed indoor cultivation facility; an outdoor and greenhouse cultivation site; and a state-of-the-art R&D facility.