This news release constitutes a “designated news release” for the purposes of the Company’s prospectus supplement dated September 16, 2020 to its short form base shelf prospectus dated September 2, 2020.
Not for Distribution to U.S. Newswire Services or For Dissemination in the United States
Toronto, Ontario – December 14, 2020 – Halo Labs Inc. (“Halo” or the “Company“) (NEO: HALO; OTC: AGEEF, Germany: A9KN) today announces that it has completed its previously announced at-the-market equity financing program (the “ATM Program“). Under the ATM Program, the Company sold an aggregate of 134,454,000 common shares between September 17, 2020 and December 14, 2020. The common shares were sold at prevailing market prices for aggregate gross proceeds of approximately C$7,000,000.
Distributions of the common shares through the ATM Program were made pursuant to the terms of an equity distribution agreement dated September 16, 2020 by and among the Company and PI Financial Corp.
The Company expects to use the net proceeds from the ATM Program for general corporate purposes, which may include: (i) working capital; (ii) capital expenditures; and (iii) debt repayments.
The offering under the ATM Program was made pursuant to a prospectus supplement dated September 16, 2020 (the “Prospectus Supplement“) to the Company’s short form base shelf prospectus dated September 2, 2020 (the “Base Shelf Prospectus“). The Prospectus Supplement and the Base Shelf Prospectus are available on the SEDAR website maintained by the Canadian Securities Administrators at www.sedar.com.
No securities regulatory authority has either approved or disapproved of the contents of this press release. This press release is for information purposes only and does not constitute an offer to sell or the solicitation of an offer to buy the common shares, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Grant of Options
The Company also announces today that it has granted an aggregate 59,350,000 options (the “Options”) to certain directors, officers and employees of the Company. The options were granted under the Company’s omnibus incentive plan as part of the Company’s long term incentive/retention plan for employees. The Options are exercisable into common shares of the Company at a price of C$0.055 per share until December 7, 2025. An aggregate of 36,900,000 Options were issued to directors and senior officers of the Company.
About Halo Labs
Halo is a leading, vertically-integrated cannabis company that cultivates, extracts, manufactures, and distributes quality cannabis flower, oils, and concentrates, and has sold approximately six million grams of oils and concentrates since inception. Halo continues to scale efficiently, partnering with trustworthy leaders in the industry, who value their operational expertise in bringing top-tier products to market. Current growth includes expansion in key markets in the United States, the United Kingdom, and Africa, with planned expansion into the Canadian retail market.
Halo is led by a strong, diverse, and innovative management team, with deep industry knowledge and blue-chip experience. The Company is currently operating in the United States in California, Oregon, and Nevada. The Company sells cannabis products principally to dispensaries under its own brands Hush, Mojave, Exhale and under partnership or license with OG DNA Genetics (“DNA Genetics”), Terphogz, doing business as Zkittlez™ (Zkittlez”)
and FlowerShop* (“Flowershop”), a cannabis lifestyle and conceptual wellness brand, in which G-Eazy is a partner and key member of Flowershop*.
As part of the continuous expansion of a Halo in the United States, the company has several grow operations throughout Oregon and California including a six-acre outdoor East Evans Creek grow site in Jackson County, Oregon. The Company is building out Ukiah Ventures, a 30,000-square-foot processing and manufacturing facility including up to an additional five acres of industrial land to expand indoor grow cultivation and also plans with its partner to develop up to 80 acres which would make Bar X the largest grow in Northern California and Oregon.
Internationally, the Company is currently cultivating cannabis at Bophelo Bioscience & Wellness (Pty) Ltd (“Bophelo”) in Lesotho which holds one of the largest marijuana cultivation license in Africa with a future capacity of up to 495 acres. To further Halo’s global presence, the Company has recently acquired CBPM importation and distribution licensing in the United Kingdom via cannabis supplier, Canmart Ltd (“Canmart”). Halo expects the cultivation and manufacturing operations of Bophelo combined with the importation and distribution capabilities of Canmart to drive growth of a well-positioned business to serve the U.K. market.
The Company also has acquired a range of software development assets, including the technology platforms CannPOS, Cannalift, and more recently signed a deal to acquire CannaFeels. Halo also owns the discrete sublingual dosing technology, Accudab.
For further information regarding Halo, see Halo’s disclosure documents on SEDAR at www.sedar.com
Cautionary Note Regarding Forward-Looking Information and Statements
This press release contains certain “forward-looking information” within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only Halo’s beliefs regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of Halo’s control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or may contain statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “will continue”, “will occur” or “will be achieved”.
By identifying such information and statements in this manner, Halo is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results to be materially different from those expressed or implied by such information and statements. In addition, in connection with the forward-looking information and forward-looking statements contained in this press release, Halo has made certain assumptions. Although Halo believes that the assumptions and factors used in preparing, and
the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. Among others, the key factors that could cause actual results to differ materially from those projected in the forward-looking information and statements are the following: negative results experienced by the Company as a result of general economic conditions or the ongoing COVID-19 pandemic; delays in the ability of the Company to obtain certain regulatory approvals; unforeseen delays or costs in the completion of the Company’s construction projects; adverse changes to demand for cannabis products; ongoing projects by competitors that may impact the relative size of the Company’s growing operation; adverse changes in applicable laws; adverse changes in the application or enforcement of current laws, including those related to taxation; increasing costs of compliance with extensive government regulation; changes in general economic, business and political conditions, including changes in the financial markets; risks related to licensing, including the ability to obtain the requisite licenses or renew existing licenses for the Company’s proposed operations; dependence upon third-party service providers, skilled-labor and other key inputs; and the other risks disclosed in the Company’s annual information form dated April 16, 2020 and available on the Company’s profile at www.sedar.com. Should one or more of these risks, uncertainties or other factors materialize, or should assumptions underlying the forward-looking information or statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected.
The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and Halo does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws. All subsequent written and oral forward-looking information and statements attributable to Halo or persons acting on its behalf is expressly qualified in its entirety by this notice.