Increases Shelf Prospectus by USD $50 Million to Accommodate Equity to be Issued as
Part of Consideration for the Acquisition of SweetWater
LEAMINGTON, ON, Nov. 20, 2020 /PRNewswire/ - Aphria Inc.
("Aphria" or the "Company") (TSX: APHA) (NASDAQ:
APHA), a leading global cannabis company inspiring and empowering
the worldwide community to live their very best life, today
announced that it has filed an amended and restated short form base
shelf prospectus (the "Shelf Prospectus") with the
securities regulators in each of the provinces and territories
of Canada, and a
corresponding shelf registration statement on Form Fâ10 (the
"Registration Statement") with the United States Securities
and Exchange Commission (the "SEC"). This Shelf
Prospectus, among other things, increases the amount available
under the Company's original base shelf prospectus by USD
$50 million, which will be used to
qualify and register the resale of the common shares of the Company
issued as partial consideration pursuant to the terms of the
previously disclosed agreement to acquire SW Brewing Company,
LLC ("SweetWater").
The Shelf Prospectus and Registration Statement allows the
Company and/or selling security holders to make offerings of common
shares, debt securities, subscription receipts, convertible
securities, rights, units, warrants or any combination thereof of
up to an aggregate of USD $550
million (or the equivalent thereof in other currencies based
on the applicable exchange rate at the time of any offering) during
the 25-month period that the Shelf Prospectus is effective.
The entire USD $500 million
allocated under the original prospectus and registration statement
has been used for previous issuances or reserved for the issuance
of shares underlying warrants and the resale of the convertible
notes and/or the common shares issuable upon conversion of the
notes by the holders of such securities. Should the
Company and/or selling security holders decide to offer securities
during this period, the specific terms, including the use of
proceeds from any offering, will be set forth in a related
prospectus supplement to the Shelf Prospectus, which will be filed
with the applicable Canadian securities regulatory authorities and
the SEC.
A copy of the Shelf Prospectus can be found on SEDAR at
www.sedar.com and a copy of the Registration Statement can be found
on EDGAR at www.sec.gov.
The Registration Statement has been filed with the SEC but has
not yet become effective. No securities of the Company may be sold
nor may offers to buy such securities be accepted prior to the time
the Registration Statement becomes effective. This press release
shall not constitute an offer to sell or a solicitation of an offer
to buy, nor shall there be any sale of these securities in any
jurisdiction in which an offer, solicitation or sale would be
unlawful prior to registration or qualifications under the
securities laws of any such jurisdiction.
We Have A Good Thing Growing
About Aphria Inc.
Aphria Inc. is a leading global
cannabis company inspiring and empowering the worldwide community
to live their very best life. Headquartered in Leamington, Ontario â the greenhouse capital
of Canada â Aphria Inc. has been
setting the standard for the low-cost production of high-quality
cannabis at scale, grown in the most natural conditions possible.
Focusing on untapped opportunities and backed by the latest
technologies, Aphria Inc. is committed to bringing breakthrough
innovation to the global cannabis market. The Company's portfolio
of brands is grounded in expertly researched consumer insights
designed to meet the needs of every consumer segment. Rooted in our
founders' multi-generational expertise in commercial agriculture,
Aphria Inc. drives sustainable long-term shareholder value through
a diversified approach to innovation, strategic partnerships, and
global expansion.
For more information, visit: aphriainc.com
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS: Certain
information in this news release constitutes forward-looking
statements under applicable securities laws and are expressly
qualified by this cautionary statement. Any statements that are
contained in this news release that are not statements of
historical fact may be deemed to be forward-looking statements.
Forward looking statements are often identified by terms such as
"may", "should", "anticipate", "expect", "potential", "believe",
"intend" or the negative of these terms and similar expressions.
Forward-looking statements are based on the opinions, estimates and
perception of trends of management and its beliefs with respect to
future events, as 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. Factors that may
cause such differences include, but are not limited to, risks
associated with COVID-19 nationally and globally which could have a
material adverse impact on Aphria's business, operations and
financial results, including disruptions in cultivation and
processing, supply chains and sales channels, as well as a
deterioration of general economic conditions including national
and/or global recessions and the response of governments to the
COVID-19 pandemic in respect of the operation of retail stores or
pharmacies (as applicable); the ability of the Company to complete
the acquisition of SweetWater; general economic conditions; adverse
industry events; marketing costs; loss of markets; future
legislative and regulatory developments involving cannabis or
otherwise affecting Aphria's business or its consumers generally;
inability to access sufficient capital from internal and external
sources, and/or inability to access sufficient capital on favorable
terms; the cannabis industry in Canada generally; income tax and regulatory
matters, including delays in the issuance of licenses; the sale and
distribution of vapes; the ability of Aphria to meet its liquidity
requirements to fund ongoing operations; the ability of Aphria to
implement its business strategies; competition; crop failure;
safety of derivative cannabis products; currency and interest rate
fluctuations.
Readers are cautioned that the foregoing list is not exhaustive
and should carefully review the various risks and uncertainties
identified in the Company's filings on SEDAR and EDGAR. Readers are
further cautioned not to place undue reliance on forward-looking
statements as there can be no assurance that the plans, intentions,
or expectations upon which they are placed will occur. Such
information, although considered reasonable by management at the
time of preparation, may prove to be incorrect and actual results
may differ materially from those anticipated. The forward-looking
statements included in this news release are made as of the date of
this news release and the Company does not undertake an obligation
to publicly update such forward-looking statements to reflect new
information, subsequent events or otherwise unless required by
applicable securities laws. Neither TSX nor its Regulation
Services Provider (as that term is defined in the policies of
Toronto Stock Exchange) accepts responsibility for the adequacy or
accuracy of this release.
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SOURCE Aphria Inc.
