Nabis Holdings Amends Previously Announced Private Placement of Debenture Units
February 28 2019 - 1:40PM
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S.
NEWSWIRE SERVICES FOR DISSEMINATION IN THE UNITED STATES
Innovative Properties Inc. d/b/a Nabis Holdings (CSE:NAB; OTC:
INNPF, FRA:7IP) (“
Nabis” or the
“
Company”) announces that it has amended certain
terms of its previously announced brokered private placement
(January 30, 2019) of debenture units (“
Debenture
Units”) to raise gross proceeds of up to C$30,000,000 (the
“
Amended Offering”). The Agents shall have the
option, exercisable at any time up until 48 hours prior to the
Closing Date (as defined below) to arrange for the sale of
additional Debenture Units for additional aggregate gross proceeds
to Nabis of up to C$5,000,000.
Pursuant to the Amended Offering, each Unit is
to be comprised of one C$1,000 principal amount unsecured
convertible debentures of Nabis (the “Convertible
Debentures”) and 1,111 common share purchase warrants of
Nabis (the “Warrants”). The exercise price of the
Warrants has been amended such that each Warrant will now be
exercisable to acquire one common share of Nabis (“Nabis
Share”) at an exercise price of C$1.10 per share for a
period of 36 months from the date of closing of the Offering (the
“Closing Date”), regardless of whether the
Convertible Debentures are converted. In addition, the expiry date
of the Warrants is subject to acceleration if the daily volume
weighted average trading price of the Nabis Shares is greater than
$2.50 for the preceding 10 consecutive trading days during the term
of the Warrants, in which case the Warrants will expire on the date
that is 30 days following the date that notice of the acceleration
is provided to the holders of Warrants.
The Convertible Debentures will mature 36 months
from the Closing Date, will bear interest at a rate equal to 8% per
annum, payable on the last day of each calendar quarter, and will
be convertible at the option of the holder into Nabis Shares at a
price of C$0.90 per Nabis Share (the “Conversion Price”).
The Convertible Debentures will be subject to
early redemption, in whole or in part, by the Company at any time
after the first anniversary of the Closing Date at a price equal to
the then outstanding principal amount of the Convertible Debentures
plus all accrued and unpaid interest thereon up to and including
the redemption date.
Commencing on the date that is four months and
one day following the Closing Date, the Company may give notice of
mandatory conversion of the Convertible Debentures at the
Conversion Price if the daily volume weighted average trading price
of the Nabis Shares is greater than C$1.65 for the 10 consecutive
trading days preceding such notice. Holders having their
Convertible Debentures converted will receive accrued and unpaid
interest thereon in cash.
The Closing Date of the Amended Offering is
expected to occur on or about March 12, 2019. The Offering is
subject to certain conditions including, but not limited to, the
receipt of all necessary regulatory and stock exchange approvals,
including the approval of the Canadian Securities Exchange.
The securities described herein have not been
registered under the U.S. Securities Act of 1933, as amended (the
“Act”), and may not be offered or sold in the United States unless
registered under the Act or unless an exemption from registration
is available.
About Innovative Properties d/b/a Nabis
Holdings
Nabis Holdings is a Canadian investment issuer
that invests in high quality cash flowing assets across multiple
industries, including real property, securities, cryptocurrency,
and all aspects of the U.S. and international cannabis sector. Led
by two of the co-founders of MPX Bioceutical (CSE:MPX), one of the
largest takeovers in the U.S. Cannabis space to date, the company
has proven track record in emerging markets to create significant
shareholder value. The Company is focused on investing across the
entire vertically integrated aspects of the space with a focus
on revenue generation, EBITDA and growth.
ON BEHALF OF THE BOARD OF
DIRECTORS
“Shay Shnet”
Shay ShnetCEO and Director
For inquiries, please contact 604-687-7130 or
email info@nabisholdings.com.
The CSE does not accept responsibility
for the adequacy or accuracy of this release.
All statements, other than statements of
historical fact, included herein are forward-looking statements
that involve various risks and uncertainties. There can be no
assurance that such statements will prove to be accurate and actual
results and future events could differ materially from those
anticipated in such statements. The risks are without limitations:
that the acquisitions will be completed by the Company or completed
upon the terms disclosed; the price for cannabis and related
products will remain consistent and the consumer demand remains
strong; availability of financing to the Company to develop the
retail locations; retention of key employees and management;
changes in State and/or municipal regulations of retail operations
and changes in government regulations generally. Important factors
that could cause actual results to differ, materially from the
Company’s expectations are disclosed in the Company’s documents
filed from time to time with the Canadian Securities Exchange, the
British Columbia Securities Commission, the Ontario Securities
Commission and the Alberta Securities Commission.
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