The Very Good Food Company Announces Closing of Oversubscribed $13.2 Million Bought Deal Public Offering
Vancouver, British Columbia--(Newsfile Corp. - December 4, 2020) - The Very Good Food Company Inc. (CSE: VERY) (OTCQB: VRYYF) (FSE: 0SI) ("Very" or the "Company") today announced the closing of its previously announced bought deal prospectus offering (the "Offering") of 3,778,900 units of the Company (the "Units") at a price of $3.50 per Unit for aggregate gross proceeds of $13,226,150, which included the full exercise of the over-allotment option by the lead underwriter and sole bookrunner for the Offering, Canaccord Genuity Corp. ("Canaccord").
The Company intends to use the net proceeds from the Offering to fund the commencement of operations at its recently announced new production facility in Vancouver, British Columbia (the "Rupert Facility") and for general corporate purposes.
Mitchell Scott, the Company's Chief Executive Officer stated: "We are thrilled to see investor confidence continually increase as we expand the scope of our operations and outline a path for future growth. Demand from wholesale and e-commerce customers continues to grow, and this financing will help us launch the Rupert Facility, our most significant near-term avenue for increasing production volume. As we focus on scaling the business, we are building the executive team, infrastructure and capital to do so effectively."
Each Unit consisted of one common share in the capital of the Company (each, a "Common Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"), with each Warrant entitling the holder to purchase one additional Common Share (each, a "Warrant Share") at a price of $4.50 per Warrant Share until June 4, 2022.
Canaccord received a cash commission equal to 8% of the gross proceeds of the Offering and an amount of compensation warrants of the Company (the "Compensation Warrants") equal to 8% of the aggregate number of Units sold pursuant to the Offering (other than for sales to certain subscribers on a president's list agreed upon by the Company and Canaccord for which a reduced commission was payable). Each Compensation Warrant entitles the holder to purchase one additional unit of the Company (each a "Compensation Unit") at a price of $3.50 per Compensation Unit until June 4, 2022. The Compensation Units have substantially similar terms as the Units sold pursuant to the Offering. Canaccord also received a corporate finance fee comprised of 30,000 Units.
The Offering was completed pursuant to a short form prospectus dated November 24, 2020 filed in the provinces of British Columbia, Alberta, Saskatchewan, Ontario, New Brunswick and Nova Scotia and on a private placement basis in the United States pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended.
The Company today also announced the closing of a private placement (the "Private Placement") of 285,714 units of the Company (the "Private Placement Units") at a price of $3.50 per Private Placement Unit for gross proceeds of $999,999 to accommodate investor demand that could not be included in the oversubscribed Offering. The Private Placement Units have substantially similar terms as the Units sold pursuant to the Offering but the Common Shares and Warrants comprising the Private Placement Units are subject to a four month hold period until April 5, 2021.
This news release does not constitute an offer for sale of securities, nor a solicitation for offers to buy any securities in the United States, nor in any other jurisdiction in which such offer, solicitation or sale would be unlawful. The securities referred to in this news release have not been, nor will they be, registered under the 1933 Act and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements.
The Very Good Food Company Inc. is an emerging plant-based food technology company that designs, develops, produces, distributes and sells a variety of plant-based meat and other food alternatives. Our mission is to employ plant-based food technology to create products that are delicious while maintaining a wholesome nutritional profile. To date we have developed a core product line under The Very Good Butchers brand.
For further information, please contact:
Chief Executive Officer and Director
Corporate Communications and Investor Relations
Neither the Canadian Securities Exchange nor its Market Regulator (as defined in the policies of the Canadian Securities Exchange) accept responsibility for the adequacy or accuracy of this release.
Cautionary Note Regarding Forward-Looking Information
This news release contains forward-looking information under applicable securities laws. Such forward looking information is provided 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, but is not limited to, the intended use of the net proceeds from the Offering, the continued growth in demand from wholesale and e-commerce customers, the Company's ability to commence operations at the Rupert Facility, and the expected benefits to be derived therefrom including the near-term ability to increase production volumes, and to scale the business effectively. All statements other than statements of historical fact may be forward-looking information. Such statements reflect the Company's current views and intentions with respect to future events, and current information available to the Company, and are subject to certain risks, uncertainties and assumptions, including, without limitation the ability of the Company to commence operations at the Rupert Facility. Other factors that could cause actual results to differ materially from those described in such forward looking information include, but are not limited to: negative cash flow and future financing requirements to sustain operations, dilution, limited history of operations and revenues and no history of earnings or dividends, competition, economic changes and the impact of and risks associated with the ongoing COVID-19 pandemic. The forward-looking information in this news release reflects the current expectations, assumptions and/or beliefs of the Company based on information currently available to the Company. 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, the Company 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 statements or information contained in this news release are expressly qualified by this cautionary statement.
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