CALGARY,
AB, May 21, 2024 /CNW/ - The Hempshire Group,
Inc. (TSXV: HMPG) ("Hempshire" or the "Company")
announces the closing of debt settlement and forbearance
arrangements in respect of the C$821,520 principal amount and accrued interest
outstanding pursuant to the 12% secured, non-convertible promissory
notes ("Notes") issued on April 27,
2023 which matured on April 26,
2024.
Pursuant to debt settlement and forbearance
agreements:
- Debt Settlement. Notes held by arm's length lenders
representing total of C$610,800
principal amount and accrued interest have been satisfied in full
through the issuance of 61,080,000 common shares of the Company at
a deemed price of C$0.01 per share;
and
- Forbearance. The arm's length and non-arm's length
holders of the remaining C$210,720 of
indebtedness under the Notes have agreed not to enforce their
rights under the Notes until August 26,
2024 and to forgo any entitlement to any additional interest
on the indebtedness during that period.
The shares issued pursuant to the debt settlement
are subject to a four month hold period from the date of
issuance.
The Company also provides an update with respect
to the management cease trade order (the "MCTO") issued by the
Alberta Securities Commission on May 9,
2204. The MCTO was issued in connection with the filing of
its annual financial statements, management's discussion and
analysis and related certifications for the financial year ended
December 31, 2023 (collectively the
"Annual Filings"). The MCTO does not affect the ability of
shareholders who are not insiders of the Company to trade their
securities.
The Company is working on the steps required to
complete the Annual Filings and expects to file the Annual Filings
by May 29, 2024.
The Company is providing this status update in
accordance with the provisions of the Alternative Information
Guidelines set out in National Policy 12-203 Management Cease Trade
Orders.
The Company confirms as of the date of this news
release that, except as disclosed in this news release, there has
been no material change in the information contained in the
announcement issued on May 1, 20224
and there is no other material information concerning the affairs
of the Company that has not been generally disclosed.
The debt settlement remains subject to the final
approval of the TSX Venture Exchange (the "TSXV").
About Hempshire
Hempshire formulates and markets its own
proprietary brands under the MOUNTAIN® Smokes brand name, including
MOUNTAIN® Originals hemp smokes with <0.3% THC.
Information about the Company's MOUNTAIN® Smokes
line of hemp smokes can be found at the Company's ecommerce website
at https://mountainsmokes.com.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this release.
Forward-Looking Statements
This news release contains forward-looking
statements and forward-looking information within the meaning of
applicable securities laws. The use of any of the words "expect",
"anticipate", "continue", "estimate", "objective", "ongoing",
"may", "will", "project", "should", "believe", "plans", "intends"
and similar expressions are intended to identify forward-looking
information or statements. More particularly, and without
limitation, this news release contains forward-looking statements
and information concerning the anticipated filing of the financial
statements.
Hempshire believes that the expectations and
assumptions on which such forward-looking statements and
information are based are reasonable, undue reliance should not be
placed on the forward-looking statements and information because
Hempshire can give no assurance that they will prove to be correct.
By its nature, such forward-looking information is subject to
inherent risks and uncertainties, which could cause the actual
results and expectations to differ materially from the anticipated
results or expectations expressed.
SOURCE The Hempshire Group, Inc.