/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN
CANADA ONLY AND IS NOT
INTENDED FOR DISTRIBUTION TO UNITED
STATES NEWSWIRE SERVICES OR DISSEMINATION IN
THE UNITED STATES./
VANCOUVER, BC, March 22,
2022 /CNW/ - Wildpack Beverage Inc. (TSXV: CANS)
(OTC: WLDPF) ("Wildpack" or the "Company") is pleased
to announce that it intends to complete a non-brokered private
placement of up to 2500 convertible debenture units of the Company
(the "Offered Debenture Units") at a price of C$1,000 per Offered Debenture Unit (the "Issue
Price") for aggregate gross proceeds to Wildpack of
approximately C$2,500,000 (the
"Offering"). The Company will no longer be pursuing the
brokered convertible debenture financing announced on March 21, 2022.
Each Debenture Unit will consist of (i) one 8% senior unsecured
convertible debenture having a face value of $1,000, which is convertible into common shares
of the Company (each a "Common Share") at a conversion price
of $1.00 per Common Share (the
"Conversion Price") and matures four years from the Closing
Date (as defined below) (the "Convertible Debentures"); and
(ii) 500 common share purchase warrants of the Company (the
"Warrants" and, together with the Convertible Debentures,
the "Underlying Securities"). Each Warrant entitles
the holder thereof to purchase one Common Share at $1.50 per share for a period of two years
following the Closing Date.
At any time and from time to time following the expiry of 36
months after the Closing Date, the Company may, at its option,
redeem pro rata all or part of the Convertible Debentures,
upon not less than 30 nor more than 60 days' prior written notice,
at a redemption price which is equal to 110% of the principal
amount thereof, plus any accrued and unpaid interest that would
otherwise be payable to the holder from the time of the optional
redemption until the Maturity Date.
The Company may force the conversion of all but not less than
all of the principal amount of the then outstanding Convertible
Debentures at the Conversion Price if the volume weighted average
trading price of the Common Shares on the TSX Venture Exchange Inc.
(the "TSXV") is greater than $1.50 for the preceding 10 consecutive trading
days. Holders having their Convertible Debentures converted will
receive accrued and unpaid interest thereon in cash.
The closing of the Offering is expected to occur on or about
March 30, 2022 (the "Closing
Date") and is subject to the approval of the TSXV and
other necessary regulatory approvals.
The net proceeds from the Offering will be used to fund the
acquisition of strategic canning-related businesses located in
the United States, capital
expenditures associated with such acquisitions, and for general
working capital purposes.
The securities being offered have not been, nor will they be,
registered under the United States Securities Act of 1933, as
amended, 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 press release
shall not constitute an offer to sell or the solicitation of an
offer to buy nor shall there be any sale of the securities in any
State in which such offer, solicitation or sale would be
unlawful.
WILDPACK BEVERAGE INC.
Per: "Mitch
Barnard"
Mitch
Barnard
Chief Executive Officer and
Director
Advisors
Fasken Martineau DuMoulin LLP is the legal advisor to Wildpack
Beverage Inc.
About Wildpack
Wildpack is engaged in beverage manufacturing and packaging,
operating in the middle market by providing sustainable aluminum
can filling, decorating, packaging, and sleeve and label printing
services to brands throughout the United
States. Wildpack currently operates indirectly through its
wholly owned subsidiaries and out of facilities in Baltimore, Maryland, Grand Rapids, Michigan, Atlanta, Georgia, Longmont, Colorado, Sacramento, California and Las Vegas, Nevada with a focus on digital
innovation and green ready-to-drink packaging. Wildpack commenced
trading on May 19, 2021 on the TSX
Venture Exchange under the symbol "CANS" and commenced trading on
February 23, 2022, on the OTCQB®
Venture Market under the symbol "WLDPF".
Forward-Looking Statements
This news release may contain "forward-looking statements"
within the meaning of applicable Canadian securities laws,
including, without limitation: our statements related to closing of
the Offering and the use of proceeds of the Offering.
Forward-looking statements are necessarily based upon a number of
estimates and assumptions that, while considered reasonable by
management, are inherently subject to significant business,
economic and competitive uncertainties, and contingencies. These
statements generally can be identified by the use of
forward-looking words such as "may", "should", "will", "could",
"intend", "estimate", "plan", "anticipate", "expect", "believe" or
"continue", or the negative thereof or similar variations.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause future results,
performance or achievements to be materially different from the
estimated future results, performance or achievements expressed or
implied by those forward-looking statements and the forward-looking
statements are not guarantees of future performance. Wildpack's
statements expressed or implied by these forward-looking statements
are subject to a number of risks, uncertainties, and conditions,
many of which are outside of Wildpack's control, and undue reliance
should not be placed on such statements. Forward-looking statements
are qualified in their entirety by the inherent risks and
uncertainties surrounding the Offering, including: that Wildpack's
assumptions in making forward-looking statements may prove to be
incorrect; adverse market conditions; risks inherent in the
beverage manufacturing and packaging sector in general; that future
results may vary from historical results; and competition in
the markets where Wildpack operates. Except as required by
securities law, Wildpack does not assume any obligation to update
or revise any forward-looking statements, whether as a result of
new information, events or otherwise.
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 news
release.
SOURCE Wildpack Beverage Inc.
