Nutritional High receives US$1m equity commitment and enters into investor relations agreement

Published: 6-Jan-2016

Nutritional High is focused on developing, manufacturing and distributing products in the hemp and marijuana-infused products industry, including edibles and oil extracts for medical use


Nutritional High is pleased to announce that it has entered into an equity purchase agreement (EPA) with Kodiak Capital Group, pursuant to which Kodiak has agreed to purchase up to US$1m of Nutritional High's common shares.

Pursuant to the terms of the EPA, the company may, at its sole discretion and at any time prior to 31 December 2016, require Kodiak to purchase any amount of common shares of the company in tranches up to $1m, from treasury. The purchase price of the common shares shall be the greater of (1) CAD$0.05, and (2) a 25% discount to the market price of the common shares during the 5 trading days immediately preceding the company's draw down.

The company has a right and not an obligation to draw down the funds at its sole discretion, which provides it with the flexibility to reduce dilution and only draw on funds as it deems necessary. The EPA applies only to common shares and does not require any issuance of warrants or other convertible securities, nor does it require a pledge of any security or payment of commitment fees. The EPA is conditional on (1) Nutritional High filing an F-1 Registration Statement with the US Securities & Exchange Commission on or before 31 January 2016, and (2) the registration statement being deemed or declared effective.

David Posner, CEO of Nutritional High, commented: 'Kodiak has emerged as a leading source of capital for the marijuana industry, and we're pleased that they have agreed to a straight equity purchase of our common shares without the restrictions and security they usually require when making investments. We believe this financing provides Nutritional High with a strategic benefit and demonstrates Kodiak's confidence in our plans to build leading edibles facilities in Colorado and elsewhere in the USA.'

Jim Fitzpatrick at Kodiak Capital commented: 'Nutritional High has a first-rate management team and an attractive business plan. Kodiak is impressed with Nutritional High's progress to date and believe the team is well suited to bring quality products to market. We look forward to strengthening our relationship with Nutritional High as a long term institutional capital partner.'

The company is also pleased to announce that it has engaged Transcend Capital Inc. to provide investor relations services to the company. The company will pay to Transcend a monthly fee of $6,666.67 for a period of 6 months. Prior to its engagement, Transcend acquired common shares of the company in the secondary market.

You may also like