TORONTO and GLIL YAM, Israel —
IM Cannabis Corp. (the “Company” or “IMC”) (NASDAQ: IMCC) (CSE: IMCC), an international medical cannabis company, is pleased to announce that it has closed a second tranche of its previously announced non-brokered private placement offering (the “Private Placement”) of units of the Company (each a “Unit”). An aggregate of 757,172 Units were issued and sold for aggregate gross proceeds of US$946,465 pursuant to the second tranche of the Private Placement. Each Unit consisted of one common share of the Company (each a “Common Share”) and one Common Share purchase warrant (each a “Warrant”). Each Warrant entitles its holder to purchase one additional Common Share at an exercise price of US$1.50 for a period of 36 months from the date of issue. The securities issued pursuant to the Private Placement are subject to a statutory hold period of four months and one day in accordance with applicable Canadian securities laws. The Company intends to use the net proceeds from the Private Placement for general working capital purposes.
The Company has also closed a second tranche of its previously announced non-brokered private placement offering of Units pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions (the “LIFE Offering”). The second tranche of the LIFE Offering was comprised of a single subscription by a non-independent director of the Company for 102,152 Units at an aggregate subscription price of US$127,690. The director’s subscription price was satisfied by the settlement of US$127,690 in debt owed by the Company to the director for certain consulting services previously rendered by the director to the Company. The securities issued under the LIFE Offering are not subject to any statutory hold period in accordance applicable Canadian securities laws. The Company may close additional tranches of the LIFE Offering but in no event shall the final tranche close later than March 2, 2023.
As the director is an insider of the Company, the director’s participation in the LIFE Offering is considered a “related party transaction” pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company relied on Sections 5.5(a) and 5.7(1)(a) of MI 61-101 for exemptions from the requirements to obtain a formal valuation and minority shareholder approval, respectively, because the fair market value of the director’s participation was below 25% of the Company’s market capitalization for the purposes of MI 61-101. The Company did not file a material change report in respect of the director’s participation in the LIFE Offering at least 21 days before closing of the second tranche of the LIFE Offering as the director’s participation was not definitively known at that time.
“In a world of fast growth and challenging market dynamics, capital allocation has become increasingly critical and we continue to improve our ability to leverage our strengths and expertise, and continue to push forward,” stated Oren Shuster, Chief Executive Officer of IM Cannabis.
This press release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the Units in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Units 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. Accordingly, the Units may not be offered or sold within the United States, its territories or possessions, any state of the United States or the District of Columbia (collectively, the “United States”) or to, or for the account or benefit of, U.S. persons (as such term is defined in Regulation S under the U.S. Securities Act) except in transactions exempt from the registration requirements of the U.S. Securities Act and applicable securities laws of any state of the United States.
About IM Cannabis Corp.
IMC (Nasdaq: IMCC) (CSE: IMCC) is an international cannabis company that provides premium cannabis products to medical patients in Israel and Germany, two of the largest medical cannabis markets. The Company has recently commenced exiting operations in Canada to pivot its focus and resources to achieve sustainable and profitable growth in its highest value markets, Israel and Germany. The Company leverages a transnational ecosystem powered by a unique data-driven approach and a globally sourced product supply chain. With an unwavering commitment to responsible growth and compliance with the strictest regulatory environments, the Company strives to amplify its commercial and brand power to become a global high-quality cannabis player.
The IMC ecosystem operates in Israel through its commercial relationship with Focus Medical Herbs Ltd. (“Focus Medical”), which imports and distributes cannabis to medical patients, leveraging years of proprietary data and patient insights. The Company also operates medical cannabis retail pharmacies, online platforms, distribution centers, and logistical hubs in Israel that enable the safe delivery and quality control of IMC products throughout the entire value chain. In Germany, the IMC ecosystem operates through Adjupharm GmbH, where it distributes cannabis to pharmacies for medical cannabis patients. Until recently, the Company also actively operated in Canada through Trichome and its wholly-owned subsidiaries TJAC and MYM, where it cultivated, processed, packaged, and sold premium and ultra-premium cannabis at its own facilities under the WAGNERS and Highland Grow brands for the adult-use market in Canada. The Company’s Canadian operation continues to export premium and ultra-premium medical cannabis to Israel. The Company is exiting operations in Canada and considers these operations discontinued. For more information, please visit www.imcannabis.com.
