Cannabis Growth Opportunity Corporation, a cannabis focused investment corporation with both public and private cannabis holdings, announced that the Company has completed its investment in Grown Rogue International Inc. as initially announced on February 10, 2020. Grown Rogue is a vertically-integrated, multi-state operator, cannabis company with operations in Oregon, California and Michigan.
Pursuant to a subscription agreement, CGOC had committed to invest up to a total of Cdn. $1,500,000 in Grown Rogue though a non-brokered private placement offering of units, at a price of Cdn. $0.10 per Unit. Each Unit is comprised of one common share and one common share purchase warrant in the capital of Grown Rogue. On February 10, 2020, the Company completed an initial investment of Cdn. $500,000 in Grown Rogue and purchased a total of 5,000,000 Units. Furthermore, CGOC had agreed to complete the remaining Cdn. $1,000,000 investment upon the satisfaction of certain corporate milestone events by Grown Rogue.
Sean Conacher, Chief Executive Officer of CGOC, commented, “We are thrilled to be increasing our investment in Grown Rogue and to be supporting them in their continued success. They are operationally among the best-in-class and we salute them on their progress and accomplishments thus far in Michigan where we believe there is an opportunity for Grown Rogue to establish significant market share.”
On May 15, 2020, CGOC completed its remaining Cdn. $1,000,000 investment in Grown Rogue and purchased an additional 10,000,000 Units, at a price of Cdn. $0.10 per Unit. Each Warrant entitles CGOC to purchase one additional Grown Rogue Share for a period of 24 months from the date of issuance at an exercise price of Cdn. $0.13 per share. Furthermore, Grown Rogue may accelerate the expiration date of the Grown Rogue Warrants to a period of 30 days following written notice to the Company in the event that the Grown Rogue Shares close at or above Cdn.
$0.25 per share for a period of 10 consecutive trading days on the Canadian Securities Exchange. Proceeds from the Offering are intended to be used by Grown Rogue for general corporate purposes. In connection with the Offering, Grown Rogue has agreed to provide CGOC with a pre-emptive right to participate in future offerings of Grown Rogue securities in order to maintain its respective percentage of ownership at the time of such offering. In addition, Grown Rogue has agreed to nominate one board member of Grown Rogue as recommended by CGOC at future shareholder meetings and the ability, if the Company does not have its nominee on Grown Rogue’s board of directors, to appoint a board observer.
All securities issued pursuant to the Offering are subject to a mandatory hold period of four months and a day under applicable Canadian securities laws.