/NOT FOR DISTRIBUTION IN THE U.S. OR OVER U.S. NEWSWIRES/
TORONTO, Aug. 20, 2019 /CNW/ - Green Rise Capital Corporation ("Green Rise"), a capital pool company, is pleased to announce that it has closed its previously announced non-brokered private placement of subscription receipts (each, a "Subscription Receipt") for gross proceeds of approximately $3.67 million (the "Offering"). The Subscription Receipts were issued at a price of $0.20 per Subscription Receipt in connection with the previously announced proposed business combination between Green Rise and Bull Market Farms Inc. ("Bull Market") (the "Transaction").
The gross proceeds of the Offering are being held in escrow by Purdy Law Professional Corporation (the "Subscription Receipt Agent") as subscription receipt agent, pursuant to the terms of a subscription receipt agreement dated August 19, 2019 (the "Subscription Receipt Agreement") between Green Rise and the Subscription Receipt Agent, pending satisfaction of the Escrow Release Conditions (as defined in the Subscription Receipt Agreement), which include that all conditions precedent to the closing of the Transaction be satisfied or waived. Upon satisfaction of the Escrow Release Conditions, each Subscription Receipt will be exchanged, without further payment of consideration or any further action by the holders of Subscription Receipts, into one common share in the capital of Green Rise.
About Green Rise Capital Corporation
Green Rise is a capital pool company (CPC) formed under the TSX Venture Exchange ("TSXV") CPC program. Green Rise's common shares will remain halted until Green Rise satisfies the requirements of the TSXV for resuming the trading of the Green Rise shares or until completion of the Transaction.
Completion of the Transaction is subject to a number of conditions including, but not limited to, TSXV acceptance. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the Filing Statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this news release.
This news release contains "forward-looking information" within the meaning of applicable securities laws relating to the proposal to complete the Transaction and associated transactions, including statements regarding the terms and conditions of the Transaction and associated transactions. Any such forward-looking statements may be identified by words such as "expects", "anticipates", "believes", "projects", "plans" and similar expressions. Readers are cautioned not to place undue reliance on forward-looking statements. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risks that the parties will not proceed with the Transaction and associated transactions, that the ultimate terms of the Transaction and associated transactions will differ from those that currently are contemplated, and that the Transaction and associated transactions will not be successfully completed for any reason (including the failure to obtain the required approvals or clearances from regulatory authorities). The statements in this news release are made as of the date of this release. Green Rise undertakes no obligation to update any such forward-looking statements if circumstances or management's estimates or opinions should change except as required by applicable securities laws. The reader is cautioned not to place undue reliance on any such forward-looking statements. Green Rise undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of Green Rise and Bull Market, or their respective financial or operating results or (as applicable), their securities.
SOURCE Green Rise Capital Corporation
For further information: Vincent Narang, Chief Executive Officer, Green Rise Capital Corporation, Phone: 416-294-2881, E-mail: [email protected]