Vancouver, BC, May 3, 2017 – True Leaf Medicine International Ltd. (the "Company") (MJ: CSE)(TLA: FSE) is pleased to announce that it intends to complete a non-brokered private placement of units of the company (each, a "Unit") at a price of C$0.30 per Unit, with each Unit being comprised of one common share of the Company (a "Common Share") and one warrant exercisable into one Common Share at an exercise price of $0.45 per Common Share for a period of 24 months (the "Offering") for aggregate gross proceeds of up to C$3,000,000.
All or a portion of the Offering may be completed pursuant to Multilateral CSA Notice 45-318 Prospectus Exemption for Certain Distributions through an Investment Dealer ("CSA 45-318") and the corresponding instruments, orders and rules implementing CSA 45-318 in the participating jurisdictions (collectively with CSA 45-318, the "Investment Dealer Exemption"). In order for the Company to be able to rely on the Investment Dealer Exemption, each subscriber must purchase the Units as principal and obtain advice regarding the suitability of the investment from a person who is registered as an investment dealer in the jurisdiction in which the subscriber is resident.
The Company intends to use the proceeds of the Offering as follows:
True Leaf Medicine Inc.: Federal Medicinal Cannabis License applicant under the ‘ACMPR’
Property Expansion $650,000
Expert Consulting $250,000
Capital Asset $250,000
Legal Fees $175,000
True Leaf Pet
Inventory Expansion $350,000
General Admin $250,000
Legal fees $75,000
True Leaf Pet Europe
Inventory Expansion $125,000
General Admin $50,000
There is no material fact or material change about the Company that has not been generally disclosed. There is no minimum subscription amount for the Offering, and the securities underlying the Units issued pursuant to the Offering will be subject to a four month and one day hold period in accordance with applicable securities laws.
The Company may pay a cash finder's fee to eligible persons equal to 7% of the gross proceeds raised from applicable subscribers in the Offering.
This press release does not constitute an offer to sell or a solicitation of an offer to buy securities in the United States. The securities referenced herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws and may not be offered or sold in the United States except in compliance with one or more exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws.
About True Leaf:
True Leaf Medicine International Ltd., through its wholly-owned subsidiary ‘True Leaf Pet’, has entered the $104.9 billion global pet care industry with a line of hemp-focused pet chews and supplements marketed through natural pet health and veterinary channels in Canada, the United States and Europe. The Company has also filed an application under Health Canada’s Access to Cannabis for Medical Purposes Regulations (ACMPR) to become a Canadian licensed producer through its ‘True Leaf Medicine’ subsidiary. It has passed through the security screening process of Health Canada’s review and is currently in the final review stage before the ‘pre-licensing inspection’ approval.
For more information, please see the Company’s website at www.trueleaf.com
Director and Corporate Relations
NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATION SERVICES PROVIDER HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS PRESS RELEASE.
Forward-Looking Information:This press release contains forward-looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this press release. Actual results could differ materially from those currently anticipated due to a number of factors and risks discussed in the Company's Management's Discussion and Analysis under the Company's profile on www.sedar.com. While the Company may elect to, it does not undertake to update this information at any particular time