Not for distribution to U.S. news wire services or dissemination in the United States
CHICAGO, IL and VANCOUVER, BC / ACCESSWIRE / August 23, 2023 / The Planting Hope Company Inc. (TSXV:MYLK) (OTCQB:MYLKF) (FRA:J94) ("Planting Hope" or the "Company"), a Foodtech innovation company focused on leveraging cutting-edge ingredient, formulation, and packaging technology to develop breakthrough sustainable food and beverage solutions, is pleased to announce it has closed its previously announced non-brokered private placement (the "Private Placement") of unsecured, non-transferable 10% convertible debentures ("Convertible Debentures") having an aggregate principal amount and gross proceeds of $1,059,710 CAD (see the Company's news release dated July 20, 2023).
Any holder of Convertible Debentures (a "Holder") may, at its option, convert all or a portion of the aggregate principal of their Convertible Debenture at any time prior to the Maturity Date (as defined below) into units ("Units") at a conversion price of $0.42 CAD per Unit (the "Conversion Price"). Each Unit will be comprised of one subordinate voting share of the Company (a "Share") and one non-transferable warrant (a "Warrant"). Each Warrant will be exercisable by the Holder to purchase one Share (a "Warrant Share") at an exercise price of $0.50 CAD at any time prior to the Maturity Date.
The Convertible Debentures will mature on August 23, 2026 (the "Maturity Date") and will bear interest at a rate of 10% per annum from the date of issue, payable semi-annually in arrears. The interest may be paid, at the election of the Company, either in cash or converted into Shares, subject to prior approval of the TSX Venture Exchange (the "Exchange"), at a conversion price (the "Interest Conversion Price") equal to the maximum discounted market price (as defined under the policies of the Exchange) based on the closing price of the Shares on the date immediately preceding the interest payment due date or conversion date, as applicable.
The Company shall have the right to redeem the Convertible Debentures prior to the Maturity Date at any time after August 23, 2024by paying Holders the then outstanding aggregate principal of the Convertible Debentures together with all accrued and unpaid interest and a redemption penalty payment of 8% of the aggregate principal, by cash payment on giving the Holders 20 business days' notice to do so. On receipt of such notice, a Holder may, at its option, convert all or part of the then outstanding aggregate principal into Units at the Conversion Price and all accrued and unpaid interest in respect of the principal amount so converted shall be, at the election of the Holder, either paid in cash or converted into Shares ("Interest Shares"), subject to prior approval of the Exchange, at the Interest Conversion Price, by giving the Company notice within 10 business days of receipt of the redemption notice.
The Convertible Debentures, Shares, Warrants and any underlying securities of the Company issuable on conversion or exercise thereunder are subject to a hold period and may not be traded until December 24, 2023 except as permitted by applicable securities legislation and the rules and policies of the Exchange. In addition, the Convertible Debentures, Shares, Warrants and any underlying securities of the Company issuable on conversion or exercise thereunder will not be transferable or saleable until February 24, 2024, being the date that is 6 months and one day following the closing of the Private Placement.
No finder's fees were paid in connection with the Private Placement. The net proceeds from the Private Placement will be used for general working capital.
The Convertible Debentures issued pursuant to the Private Placement have not, nor will they be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons in the absence of U.S. registration or an applicable exemption from the U.S. registration requirements. This release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Convertible Debentures in the United States or in any other jurisdiction in which such offer, solicitation or sale would be unlawful.
Receipt of Exchange Approval and Issuance of Shares From Conversion of Interest Payments
Further to its news release dated July 4, 2023, the Company has received Exchange approval and has issued an aggregate of 901,766 Shares as payment of accrued and unpaid interest in the total amount of $253,396.60 CAD in accordance with the terms of certain convertible debentures issued by the Company under its private placements completed on October 20, 2022, February 28, 2023 and March 13, 2023, respectively (the "Debentures").
Two individuals, one who is a director and officer of the Company and another who is an officer of the Company, were issued an aggregate of 6,353 Shares as payment of $1,785.20 CAD of interest under the Debentures. Accordingly, such issuance is to that extent a "related party transaction" as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The issuance is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101, as neither the fair market value of the underlying interest and any securities issued thereunder to, or the consideration paid, by such individuals, exceeds 25 per cent of the Company's market capitalization.
About The Planting Hope Company Inc.
Planting Hope is a Foodtech innovation company focused on leveraging cutting-edge ingredient, formulation, and packaging technology to develop breakthrough sustainable food and beverage solutions. Planting Hope's IP strategy and culture is centered on unlocking the nutrition in the world's most sustainable crops to create on-trend products that are delicious, nutritious, and planet-friendly. Planting Hope brands and products fill key needs for consumers and deliver better operational solutions for Foodservice partners. These are the products that Generation Z is demanding, and Generation Alpha will grow up with.
The Planting Hope brand family includes Hope and Sesame® Sesamemilk, Barista Blend Sesamemilk, and Sesamilk™ creamers, RightRice® Veggie Rice, Mozaics™ Real Veggie Chips, and Veggicopia® Veggie Snacks. Planting Hope products are currently found in more than 15,000 retail doors with 70,000 total distribution points across North America, and are scaling rapidly across Foodservice channels and distributors, spanning cafés, fast-casual restaurants, and managed foodservice operations, as well as ecommerce and alternate channels. Founded by experienced food industry entrepreneurs, Planting Hope is a women-led company.
For more information about Planting Hope please visit plantinghopecompany.com, sign up for Planting Hope news emails HERE and follow on LinkedIn.
An informational webinar on The Planting Hope Company from CEO and Co-founder Julia Stamberger is available HERE.
To follow the brands on Instagram and Facebook, please visit: @hopeandsesameco, @rightrice, @mozaicschips, @veggicopia.
To find Planting Hope products at a store near you in the United States or Canada, please visit the store locator on each brand website. Planting Hope products are also available at plantinghopebrands.com and ecommerce retailers including Amazon.com and Amazon.ca.
The 2023 Planting Hope Product Catalog is available here. The Planting Hope Foodservice Catalog, including item codes to order Planting Hope products through DOT Foods, is available here.
Contacts
Company Contact:
Julia Stamberger
CEO and Co-founder
(773) 492-2243
[email protected]
Investor Relations Contact:
Glen Akselrod, Bristol Capital
(905) 326-1888 ext. 1
[email protected]
Media Contact:
Alex Jessup, Jessup PR
(323) 529-3541
[email protected]
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-Looking Statements
Certain disclosure in this news release, including the expected use of proceeds of the Private Placement, constitutes forward-looking statements that are subject to numerous risks, uncertainties and other factors outside of the Company's control that may cause future results to differ materially from those expressed or implied in such forward-looking statements. In preparing the forward-looking statements in this news release, the Company has applied several material assumptions, including, but not limited to, the assumption that general economic and business conditions will not change in a materially adverse manner; and that the Company will be able to raise additional funds on reasonable terms. Although the management of the Company believes that the assumptions made and the expectations represented by such statements are reasonable, there can be no assurance that any forward-looking statement herein will prove to be accurate. Readers are cautioned not to place undue reliance on forward-looking statements. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
SOURCE: The Planting Hope Company Inc.