Hydropothecary closes $69M convertible debenture offering




Hydropothecary Closes Offering of Convertible Debenture Units for $69 Million

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Gatineau, QC – November 24, 2017 – The Hydropothecary Corporation (“THCX” or the “Company”) (TSX VENTURE:THCX) is pleased to announce it has closed its previously disclosed bought deal public offering (the “Offering”) of convertible debenture units of the Company (the “Units”) for aggregate gross proceeds of $69 million. The Offering was underwritten by a syndicate of underwriters led by Canaccord Genuity Corp. and including Beacon Securities Limited, Cormark Securities Inc., Echelon Wealth Partners Inc., Eight Capital and PI Financial Corp. (collectively, the “Underwriters”).

Under the Offering, the Company issued 69,000 Units at a price of $1,000 per Unit, including 9,000 Units issued pursuant to the exercise in full of the over-allotment option the Company granted to the Underwriters in connection with the Offering. Each Unit consists of $1,000 principal amount of 7.0% unsecured convertible debentures of the Company (the “Convertible Debentures”) and 227 common share purchase warrants (the “Warrants”) of the Company.

“With this new financing in place, and the progress of our current expansion on track, we are positioned to become an industry-leading cannabis products company,” said Sébastien St-Louis, Co-founder and CEO. “As we move forward, our shareholders can take confidence in our commitment to continuously lowering our production costs; to driving product innovation; and, to producing quality products in response to customer demand,” concluded Mr. St-Louis .

The Convertible Debentures bear interest from the date of closing at 7.0% per annum, payable semiannually on June 30 and December 31 of each year and will mature on November 24, 2020. The Convertible Debentures are convertible at the option of the holder into common shares of the Company (“Common Shares”) at any time prior to the close of business on the maturity date at a conversion price of $2.20 per share (the “Conversion Price”). The Company may force the conversion of all of the principal amount of the then outstanding Convertible Debentures at the Conversion Price on 30 days’ written notice should the daily volume weighted average trading price of the Common Shares be greater than $3.15 for any 10 consecutive trading days.

Each Warrant is exercisable to acquire one Common Share until November 24, 2019 at an exercise price of $3.00 per share, subject to adjustment in certain events, and subject to the Company’s right to accelerate expiry of the Warrants if the closing trading price of the Common Shares equals or exceeds $4.50 for any 10 consecutive trading days.

The Units were offered for sale in each of the provinces and territories of Canada by short form prospectus, and in jurisdictions outside of Canada including the United States on a private placement basis exempt from any prospectus, registration or other similar requirements.

The net proceeds from the Offering are expected to be used to further expand and increase the Company’s production capacity and expedite the development of the Company’s innovative product lines in preparation for eventual adult recreational use in Canada. Additional information on the expected use of the net proceeds from the Offering is disclosed in the short form prospectus.

The Offering is subject to final acceptance of the TSX Venture Exchange (“ TSXV ”). The TSXV has conditionally accepted the Offering and the listing of the Convertible Debentures. Subject to the Company fulfilling the listing requirements of the TSXV, it is expected that the Convertible Debentures will commence trading on the TSXV at market open on Monday, November 27, 2017.

THCX also wishes to announce that $13.6 million principal amount of the Company’s $25.1 million aggregate principal amount of 8% unsecured convertible debentures due June 30, 2019 (the “Existing Debentures”) have to date been tendered for conversion into Common Shares. The Existing Debentures are convertible at the option of the holder into Common Shares at a conversion price of $1.60 per share.

As previously disclosed by THCX, the Company has exercised its forced conversion right in respect of the Existing Debentures and any outstanding Existing Debentures will be converted into Common Shares on December 27, 2017.

About The Hydropothecary Corporation

The Hydropothecary Corporation is an authorized licensed producer and distributor of medical cannabis licensed by Health Canada under the Access to Cannabis for Medical Purposes Regulations (Canada). Hydropothecary provides naturally grown and rigorously tested medical cannabis of uncompromising quality. Hydropothecary’s branding, cannabis product offering, patient service standards and product pricing are consistent with Hydropothecary’s positioning as a premium brand for a legal source for medical cannabis within this new marketplace. In addition to medical cannabis production and sales, Hydropothecary explores various research and development opportunities for cannabinoid extracts, drugs and combinatory chemistry. In addition, the company is investigating the development and patenting of novel technologies related to medical cannabis, as well as the import and export of medical cannabis.

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.

For Investor Relations Inquiries:
Jennifer Smith
Manager of Financial Reporting and Investor Relations
1-866-438-THCX (8429)
invest@THCX.com
www.THCX.com

For Media Inquiries:
Julie Beun
Publicist and Media Relations
julie@thehydropothecary.com
613-371-9060
or
Adam Miron, Director
819-639-5498