The Very Good Food Company (VERY) Prices 15M Unit Direct Offering at $2/sh

October 15, 2021 8:30 AM EDT

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The Very Good Food Company Inc. (NASDAQ: VGFC) , a leading plant-based food technology company, is pleased to announce that it has entered into definitive agreements with institutional investors for the purchase and sale of approximately 15,000,000 units of the Company (the "Units") at a price of US$2.00 per Unit for gross proceeds to the Company of approximately US$30,000,000 pursuant to a registered direct offering (the "Offering").

A.G.P./Alliance Global Partners is acting as lead placement agent for the Offering. Roth Capital Partners is acting as co-placement agent for the Offering.

Each Unit consists of one common share of the Company (a "Common Share") and one-half of one Common Share purchase warrant (each whole Common Share purchase warrant, a "Warrant"). Each Warrant shall entitle the holder thereof to purchase one Common Share (a "Warrant Share") at an exercise price of US$2.35, subject to adjustment in certain circumstances. The Warrants will be exercisable for five years from the closing of the Offering.

VERY GOOD intends to use the net proceeds from the Offering to scale its operations, to expand its geographical reach, for accretive acquisitions within the plant-based food sector, for research and development, for marketing initiatives and for general corporate and other working capital purposes.

The Offering is expected to close on or about October 19, 2021, subject to the satisfaction of closing conditions, including but not limited to, receipt of conditional approval to list the Common Shares and Warrant Shares on the TSX Venture Exchange (the "TSXV"). VERY GOOD has notified The Nasdaq Stock Market LLC (the "Nasdaq") of the Offering in accordance with Nasdaq rules and regulations.

The Offering is being made in the United States only under the Company's amended and restated short form base shelf prospectus dated October 5, 2021 (the "Base Shelf Prospectus"), filed with the securities regulatory authorities in Canada, and included in the corresponding registration statement on Form F-10 (the "Registration Statement") filed by the Company with the U.S. Securities and Exchange Commission ("SEC") under the U.S./Canada Multijurisdictional Disclosure System ("MJDS"). The Company will file a prospectus supplement (the "Supplement") to the Base Shelf Prospectus with the applicable securities regulatory authorities in Canada. The Supplement will also be filed with the SEC as a prospectus supplement to the base prospectus included in the Registration Statement. Copies of the Supplement, including the Base Shelf Prospectus, will be available on SEDAR at www.sedar.com and on EDGAR at www.sec.gov.

Copies of the Supplement, including the Base Shelf Prospectus, may also be obtained from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022 or via telephone at 212-624-2060 or email: prospectus@allianceg.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 shall not constitute an offer to sell or the solicitation of an offer to buy, 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.



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