The Very Good Food Company Completes US$30 Million Registered Direct Offering
20 Octobre 2021 - 1:32AM
Business Wire
The Very Good Food Company Inc. (NASDAQ: VGFC) (TSXV: VERY.V)
(FSE: 0SI) ("VERY GOOD" or the "Company"), a leading
plant-based food technology company, is pleased to announce that it
has closed its previously announced registered direct offering with
certain institutional investors for the purchase and sale of an
aggregate of 15,000,000 units of the Company (the "Units")
at a price of US$2.00 per Unit for gross proceeds to the Company of
approximately US$30,000,000 pursuant to a registered direct
offering (the "Offering").
A.G.P./Alliance Global Partners acted as lead placement agent
for the Offering and Roth Capital Partners (together, the
"Placement Agents") acted as co-placement agent for the
Offering.
Each Unit was comprised of one common share of the Company (a
"Common Share") and one-half of one Common Share purchase
warrant (each whole Common Share purchase warrant, a
"Warrant"). Each Warrant entitles the holder thereof to
purchase one Common Share at an exercise price of US$2.35, subject
to adjustment in certain circumstances, until October 19, 2026.
VERY GOOD intends to use the net proceeds from the Offering to
scale its operations, to expand its geographical reach, for
accretive acquisitions within the plant-based food sector, for
research and development, for marketing initiatives and for general
corporate and other working capital purposes.
The Placement Agents received a cash commission equal to 6.0% of
the gross proceeds of the Offering and an amount of compensation
warrants of the Company (the "Compensation Warrants") equal
to 3.5% of the aggregate number of Units issued pursuant to the
Offering. Each Compensation Warrant entitles the holder thereof to
purchase one Common Share at an exercise price of US$2.50, subject
to adjustment in certain circumstances, commencing on April 14,
2022 and expiring on April 14, 2025.
The Offering was made in the United States only under the
Company's amended and restated short form base shelf prospectus
dated October 5, 2021 (the "Base Shelf Prospectus"), filed
with the securities regulatory authorities in Canada, and included
in the corresponding registration statement on Form F-10 (the
"Registration Statement") filed by the Company with the U.S.
Securities and Exchange Commission ("SEC") under the
U.S./Canada Multijurisdictional Disclosure System ("MJDS").
The Company filed a prospectus supplement (the "Supplement")
to the Base Shelf Prospectus with the applicable securities
regulatory authorities in Canada. The Supplement was also filed
with the SEC as a prospectus supplement to the base prospectus
included in the Registration Statement. Copies of the Supplement,
including the Base Shelf Prospectus, are available on SEDAR at
www.sedar.com and on EDGAR at www.sec.gov.
About The Very Good Food Company Inc.
The Very Good Food Company Inc. is an emerging plant-based food
technology company that produces nutritious and delicious
plant-based meat and cheese products under VERY GOOD's core brands:
The Very Good Butchers and The Very Good Cheese Co.
www.verygoodfood.com
OUR MISSION IS LOFTY, BADASS BUT BEAUTIFULLY SIMPLE: GET
MILLIONS TO RETHINK THEIR FOOD CHOICES WHILE HELPING THEM DO THE
WORLD A WORLD OF GOOD. BY OFFERING PLANT‑BASED FOOD OPTIONS SO
DELICIOUS AND NUTRITIOUS, WE'RE HELPING THIS KIND OF DIET BECOME
THE NORM.
Forward-Looking Information
This news release contains forward-looking information,
including "forward-looking statements" within the meaning of the
United States Private Securities Litigation Reform Act of 1995 and
Section 21E of the Securities Exchange Act of 1934, as amended, for
the purpose of providing information about management's current
expectations and plans relating to the future. Readers are
cautioned that reliance on such information may not be appropriate
for other purposes. Any such forward-looking information may be
identified by words such as "proposed", "expects", "intends",
"may", "will", and similar expressions. Forward-looking information
contained or referred to in this news release includes statements
relating but not limited to the intended use of the net proceeds
from the Offering. Forward-looking information is based on a number
of factors and assumptions which have been used to develop such
information, but which may prove to be incorrect. Although the
Company believes that the expectations reflected in such
forward-looking information are reasonable, undue reliance should
not be placed on forward-looking information because VERY GOOD can
give no assurance that such expectations will prove to be correct.
Risks and uncertainties that could cause actual results,
performance or achievements of VERY GOOD to differ materially from
those expressed or implied in such forward-looking information
include, among others, the impact of, uncertainties and risks
associated with the ongoing COVID-19 pandemic, negative cash flow
and future financing requirements to sustain and grow operations,
limited history of operations and revenues and no history of
earnings or dividends, expansion of facilities, competition,
availability of raw materials, dependence on senior management and
key personnel, general business risk and liability, regulation of
the food industry, change in laws, regulations and guidelines,
compliance with laws, unfavourable publicity or consumer
perception, product liability and product recalls, risks related to
intellectual property, difficulties with forecasts, management of
growth and litigation. For a more comprehensive discussion of the
risks faced by VERY GOOD, please refer to VERY GOOD's most recent
Annual Information Form filed with Canadian securities regulatory
authorities at www.sedar.com and as an exhibit to the Registration
Statement filed with the SEC at www.sec.gov. The forward-looking
information in this news release reflects the current expectations,
assumptions and/or beliefs of the Company based on information
currently available. Any forward-looking information speaks only as
of the date on which it is made and, except as may be required by
applicable securities laws, VERY GOOD disclaims any intent or
obligation to update any forward-looking information, whether as a
result of new information, future events or results or otherwise.
The forward-looking information contained in this news release is
expressly qualified by this cautionary statement.
None of the Nasdaq, TSX Venture Exchange, the SEC or any other
securities regulator has either approved or disapproved the
contents of this news release. None of the Nasdaq, the TSX Venture
Exchange or its Regulation Services Provider (as that term is
defined in the policies of the TSX Venture Exchange), the SEC or
any other securities regulator accepts responsibility for the
adequacy or accuracy of this news release.
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version on businesswire.com: https://www.businesswire.com/news/home/20211019006244/en/
Mitchell Scott Chief Executive Officer The Very Good Food
Company Inc.
Kevan Matheson Corporate Communications and Investor Relations
Email: invest@verygoodbutchers.com Phone: +1 855-472-9841
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