OTTAWA, March 28, 2019 /CNW/ - CannaRoyalty Corp. d/b/a Origin House (CSE: OH) (OTCQX: ORHOF) ("Origin House" or the "Company"), a North American cannabis products and brands company, today provided an update on the delisting of its 8% unsecured convertible debentures due July 12, 2021 (the "Debentures") from the Canadian Securities Exchange (the "Exchange").
Effective at market close on March 28, 2019, Origin House's convertible debentures (OH.DB) will be delisted from the Exchange.
The Company's common shares (OH) and warrants (OH.WT) will remain listed.
Pursuant to the indenture dated July 12, 2018 (the "Indenture"), Origin House may convert the outstanding Debentures into Common Shares at the conversion price of C$6.25 per Common Share in the event that the volume weighted average trading price of the Common Shares on the Canadian Securities Exchange (the "Exchange") is greater than C$9.00 for 10 consecutive trading days (a "Mandatory Conversion Event").
On February 26, 2019, in accordance with the terms of the Indenture, Origin House delivered notice ("Notice of Conversion") to registered holders of Debentures (the "Debenture holders") that as of close of markets on February 25, 2019, a Mandatory Conversion Event had occurred and that it was electing to exercise its rights under the Indenture to convert the outstanding Debentures. Accordingly, the Notice of Conversion provided that on March 28, 2019 (the "Mandatory Conversion Date"), the then-outstanding Debentures would be deemed to be surrendered for conversion into common shares of the Company ("Common Shares").
In order to facilitate the conversion, trading of the Debentures will be halted at 12:00pm EDT and delisted from the Exchange at market close March 28, 2019.
Since Notice of Conversion was provided on February 26, 2019, an additional C$6.6 million which is approximately 20% of the Debentures issued pursuant to the Indenture have been converted into equity on a voluntary basis, adding to the C$20.5 for a total of C$27.1 million which represents 82% of the total Debentures which were converted on a voluntary basis. Accordingly, on the Mandatory Conversion Date, the remaining 18% of all Debentures that remain outstanding will be deemed to be surrendered for conversion into Common Shares.
About Origin House
Origin House is a growing cannabis products and brands company operating across key markets in the U.S. and Canada, with a strategic focus on becoming a preeminent global house of cannabis brands. The Company's foundation is in California, the world's largest regulated cannabis market, where it delivers over 130 branded cannabis products to the majority of licensed dispensaries. Origin House's brand development platform is operated out of five licensed facilities located across California, and provides distribution, manufacturing, cultivation and marketing services for its brand partners. The Company is actively developing infrastructure to support the proliferation of its brands internationally, initially through its acquisition of Canadian retailer 180 Smoke. Origin House's shares trade on the Canadian Securities Exchange (CSE) under the symbol "OH" and on the OTCQX under the symbol "ORHOF". Origin House is the registered business name of CannaRoyalty Corp. For more information, visit www.originhouse.com.
Forward Looking Statements
Statements in this news release that are forward-looking statements are subject to various risks and uncertainties concerning the specific factors disclosed here and elsewhere in Origin House's periodic filings with Canadian securities regulators. When used in this news release, words such as "will, could, plan, estimate, expect, intend, may, potential, believe, should," and similar expressions, are forward- looking statements.
Forward-looking statements may include, without limitation, statements relating to the timing and completion of the transactions and agreements contemplated in this press release, timing for conversion of the Debentures, the Company's outstanding share capital following conversion of the Debentures, the execution of the Company's strategy, new opportunities, the Company's timing and process for expansion in Canada and globally, new opportunities, future growth and other statements.
Although the Company has attempted to identify important factors that could cause actual results, performance or achievements to differ materially from those contained in the forward-looking statements, there can be other factors that cause results, performance or achievements not to be as anticipated, estimated or intended, including, but not limited to: dependence on obtaining regulatory approvals; investing in target companies or projects that are engaged in activities currently considered illegal under US federal law; changes in laws; limited operating history; reliance on management; requirements for additional financing; competition; hindering market growth and state adoption due to inconsistent public opinion and perception of the medical-use and adult-use marijuana industry and; regulatory or political change.
There can be no assurance that such information will prove to be accurate or that management's expectations or estimates of future developments, circumstances or results will materialize. As a result of these risks and uncertainties, the results or events predicted in these forward-looking statements may differ materially from actual results or events.
Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements in this news release are made as of the date of this release. The Company disclaims any intention or obligation to update or revise such information, except as required by applicable law, and the Company does not assume any liability for disclosure relating to any other company mentioned herein.
SOURCE Origin House
For further information: Marc Lustig, Chairman and CEO, firstname.lastname@example.org, 1-844-556-5070, www.originhouse.com; Jonathan Ross, CFA, LodeRock Advisors Inc., email@example.com, 416-283-0178