Flower One Announces Modification to Loan Agreement and Issues Warrants to its Lender per the Loan Modification and Amendment Agreement
LAS VEGAS & TORONTO - (BUSINESS WIRE) - Flower One Holdings Inc. (“Flower One” or the “Company”) (CSE: FONE) (OTCQX: FLOOF) (FSE: F11), the premier cannabis breeder and producer in Nevada, announced today that the Company has made changes and certain terms of its loan agreement dated August 21, 2020 (the “Loan Agreement”) under an amending and amending loan agreement dated March 8, 2021 between Gold Flora LLC, a California limited company (the “Lender”), changed; CN Landco, LLC, a Nevada limited liability company (the “Borrower”) and the Company (the “Loan Modification and Modification Agreement”).
Under the Loan Modification and Modification Agreement, the Company, acting as Guarantor, agreed to modify the terms of the Loan Agreement with the Lender to: (1) extend the due date of the Loan Agreement from May 20, 2021 to November 21, 2021 ;; (2) convert the loan amount under the loan agreement from Canadian dollars to US dollars; (3) reflect a new payment schedule for the current principal and any outstanding accrued interest payable under the loan agreement; (4) to change the secured promissory note dated August 21, 2020 by the borrower in favor of the lender in order to adapt it to the changes in the loan agreement; (5) give the Lender additional warranty rights in respect of the Guarantor's common stock; and (6) otherwise modify the Loan Records (as defined in the Loan Modification and Modification Agreement).
In accordance with the terms of the Loan Modification and Modification Agreement, and taking into account the Lender's approval of the previously announced January 2020 financing and other loan modifications, the Company has issued 397,873 common stock purchase warrants (the "Lender's Warrants") which the Lenders will grant authority to modify the loan for one common share of the principal of the Company (a "Common Share with Lender Warrant") at an exercise price of $ 0.315 per common share with Lender Warrant at any time prior to the date that is thirty-six months (36) after the date is the date of issue of such Lender Warrants; provided, however, that in the event that the common stock trades on the Canadian Stock Exchange at a closing price of at least $ 1.05 per common share for a period of twenty (20) consecutive trading days, the common stock may conduct an expedited implementation date of the lender Warrants by notifying the holder of the lender warrant about the expedited expiry Thereafter, the Lender Warrants will expire on the ninety (90) days after the date of this notice.
About Flower One Holdings Inc.
Flower One is the largest cannabis breeder, producer, and full-service brand fulfillment partner in the state of Nevada. Combining more than 20 years of operational excellence in the greenhouse with world-class cannabis operators, Flower One provides consistent, reliable and scalable fulfillment to a growing number of industry-leading cannabis brands (Cookies, Kiva, 22Red Old Pal, Heavy Hitters), Lift Tickets, Huxton, The Clear and Flower One's leading private label (NLVO and more). Flower One currently produces a wide range of products, from flowers, full-spectrum oils and distillates to packaged finished goods, including a wide variety of products: pre-rolls, concentrates, groceries, topicals and more for high performing cannabis brands. Flower One's Nevada footprint includes the company's flagship, 400,000-square-foot high-tech greenhouse and 55,000-square-foot manufacturing facility, plus a second location with a 25,000-square-foot indoor cultivation facility and commercial kitchen. Flower One has built an industry leading team focused on becoming the first high quality, affordable brand fulfillment partner.
The company's common stock trades on the Canadian Stock Exchange under the symbol "FONE", in the United States on the OTCQX Best Market under the symbol "FLOOF" and on the Frankfurt Stock Exchange under the symbol "F11". More information is available at: https://flowerone.com.
Forward-Looking Information Cautionary Statement Statements in this press release that are not historical or current fact constitute “forward-looking information” within the meaning of Canadian securities laws and “forward-looking statements” within the meaning of US securities laws (collectively, “forward-looking statements”). Such forward-looking statements involve known and unknown risks, uncertainties and other unknown factors that could cause the company's actual results to differ materially from historical results or actual future results expressed or implied by such forward-looking statements. In addition to statements that explicitly describe such risks and uncertainties, readers are encouraged to consider statements that include the terms "believes", "believes", "expects", "intends", "anticipates", "potentially", " should be marked. "May", "will", "plans", "continuation" or other similar expressions are uncertain and forward-looking.
Forward-looking statements may include, without limitation, exercising the lender warrants in full prior to their expiration date and providing notice to the lender warrant holders to expedite the lender warrant expiration date and managing the company as a cannabis breeder, producer and full service provider -Partner for brand fulfillment.
The company is indirectly through its subsidiary Cana Nevada Corp. involved in the manufacture, possession, use, sale, and distribution of cannabis in the recreational and medicinal cannabis marketplaces in the United States. The local laws that state Cana Nevada Corp. allow such activities. However, these activities are currently illegal under US federal law. For more information about this and other risks and uncertainties related to the Company's business, please see the “Risk Factors” heading in the Company’s Management Discussion and Analysis for the Nine and Three Months Ended September 30, 2020 (“MD&A ").
The forward-looking statements contained in this press release are expressly qualified in their entirety by this cautionary statement, the “Forward-Looking Statements” section of the MD&A. All forward-looking statements in this press release speak as of the date of this press release. The forward-looking statements contained herein are generally subject to assumptions, risks and uncertainties that are described from time to time in the Company's public filings with the Canadian Securities Commissions, including the Company's MD&A.
Although Flower One has attempted to identify important factors that could cause actual results, performance, or success to differ materially from those contained in the forward-looking statements, there may be other factors that could cause its results, performance or success not be as expected and estimated or intended.
Although the company believes that forward-looking information and statements are reasonable given the use of assumptions and the significant risks and uncertainties associated with such information and statements, no assurance can be given that such forward-looking information and statements will exist Prove to be correct, and accordingly, readers are encouraged to rely on their own assessments of such risks and uncertainties and not place undue reliance on such forward-looking information and statements. Accordingly, readers are cautioned not to place undue reliance on forward-looking statements. The forward-looking statements in this press release speak as of the date of this press release. Flower One disclaims any intention or obligation to update or revise such forward-looking statements as a result of new information, future events or for any other reason, except as required by law.
NEITHER CANADIAN SECURITY EXCHANGE NOR THE REGULATORY SERVICE PROVIDER HAS verified or assumed responsibility for the adequacy or accuracy of this publication.
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