TerrAscend announces proposed U.S. $15M private placement

TORONTO — TerrAscend Corp., a North American cannabis operator, announced its intention to complete two concurrent private placements for total gross proceeds of approximately US $15 million. The Company has received indicative orders of approximately US $15 million. The Private Placements consist of an offering of units of the Company of approximately US $7.5 million and a non-brokered offering of senior unsecured convertible debentures of approximately US $7.5 million. The net proceeds from the Private Placements will be used to qualify for the Company’s proposed TSX listing, to fund Maryland dispensary acquisitions, and for working capital and general corporate purposes. The first closing is expected to occur on June 22, 2023.

An aggregate of 5 million Units are being issued in the proposed Equity Offering at a price of US $1.50 (CAD $2.00) per Unit for aggregate gross proceeds of approximately US $7.5 million (CAD $10 million). Each Unit is comprised of one common share of the Company and one-half of one Common Share purchase warrant. The Issue Price is equal to a 7.4% discount to the closing price of the Common Shares on the Canadian Securities Exchange on June 14, 2023. Each Warrant will entitle the holder to acquire one Common Share from the Company at a price of US $1.95 per Common Share (CAD $2.60) for a period of 24 months following the closing of the Equity Offering.

The Company is offering approximately US $7.5 million of Debentures in the principal amount of US$1,000 per Debenture. Unless earlier repaid or converted, the outstanding principal and accrued and unpaid interest on the Debentures will be due and payable 36 months following the closing of the Debenture Offering. Each Debenture will bear interest at a rate of 9.9% per annum from the date of issuance, calculated and compounded semi-annually, and payable on the Maturity Date.