One of the oldest and most respected cannabis retailers in California

Operating two of the major dispensaries in the San Francisco Bay Area, two dispensaries in Oregon and a cultivation facility in Salinas, California

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Message: Harborside Inc. Announces Upsize of Previously Announced Private Placement to C$27 Million

 

OAKLAND, Calif. and TORONTO, ON, Jan. 20, 2021 /CNW/ - Harborside Inc. ("Harborside", or the "Company") (CSE: HBOR), (OTCQX: HBORF), a California-focused, vertically-integrated cannabis enterprise, is pleased to announce that it has upsized its previously announced brokered private placement of units (the "Units") of the Company at a price of C$2.55 per SVS Unit (as defined below) for gross proceeds of approximately C$27 million (the "Offering"), representing an increase of C$7 million, due to excess demand.  ATB Capital Markets and Beacon Securities Limited are co-lead agents to the Offering (the "Agents").

The Company has granted the Agents an option to sell up to an additional 15% of the Units in the Offering, exercisable in whole or in part at any time prior to closing of the Offering.

As previously announced, Entourage Effect Capital, LLC, one of the largest shareholders of Harborside, is participating in the Offering with approximately C$9.0 million in commitment.

Each Unit issued to non-residents of the United States (an "SVS Unit") will be comprised of one subordinate voting share of the Company (the "Subordinate Voting Shares") and one Subordinate Voting Share purchase warrant (each a "Warrant") of the Company. Each Warrant will be exercisable to acquire one Subordinate Voting Share of the Company (a "Warrant Share") for a period of 36 months following the Closing Date (as defined below) at an exercise price of C$3.69 per Warrant Share, subject to adjustment and acceleration in certain events.

All investors that are considered residents of the United States under the United States Securities Exchange Act of 1934, will be issued units comprised of multiple voting shares of the Company (the "Multiple Voting Shares") and Multiple Voting Share purchase warrants of the Company, which will be based on the same economic equivalency of each Multiple Voting Share converting into 100 Subordinate Voting Shares.

The Company expects to use the net proceeds from the Offering for general corporate and working capital purposes.

Subject to customary closing conditions, including applicable CSE approvals, the Offering is expected close on or about February 9, 2021 (the "Closing Date"), or such other date as the Company and the Agents may agree.

As certain insiders and other related parties of the Company will be participating in the Offering, it is deemed to be a "related party transaction" as defined under Multilateral Instrument 61-101—Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Offering is exempt from the formal valuation and minority shareholder approval requirements of MI 61- 101 (pursuant to subsections 5.5(a) and 5.7(a)) as the fair market value of the securities distributed to, and the consideration received from, related parties will not exceed 25% of the Company's market capitalization.

For the latest news, activities, and media coverage, please visit the Harborside corporate website at http://www.investharborside.com or connect with us on LinkedIn, Facebook, and Twitter.

About Harborside:

Harborside Inc. is one of the oldest and most respected cannabis retailers in California, operating three of the major dispensaries in the San Francisco Bay Area, a dispensary in the Palm Springs area outfitted with Southern California's only cannabis drive-thru window, a dispensary in Oregon and a cultivation/production facility in Salinas, California. Harborside has played an instrumental role in making cannabis safe and accessible to a broad and diverse community of California consumers. In 2006, Harborside was awarded one of the first six medical cannabis licenses granted in the United States and today holds cannabis licenses for retail, distribution, cultivation, nursery and manufacturing. Harborside is currently a publicly listed company on the CSE trading under the ticker symbol "HBOR". Additional information regarding Harborside is available under Harborside's SEDAR profile at www.sedar.com.

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