February 16, 2021

SUNDIAL AND INDIVA ANNOUNCE $22 MILLION STRATEGIC INVESTMENT

SUNDIAL AND INDIVA ANNOUNCE $22 MILLION STRATEGIC INVESTMENT

BROKERED PRIVATE PLACEMENT OFFERING OF $11,000,000 IN COMMON SHARES PLUS $11,000,000 TERM LOAN FACILITY

Calgary, AB and London, ON - February 16, 2021 – Sundial Growers Inc. ("Sundial") (NASDAQ: SNDL), a Canadian licensed producer of recreational cannabis and Indiva Limited (“Indiva”) (TSXV:NDVA) (OTCQX:NDVAF), a leading Canadian producer of cannabis edibles, are pleased to announce a $22,000,000 strategic investment (the “Investment”) into Indiva by Sundial.

The Investment will be completed in the form of a brokered private placement (the "Placement") led by ATB Capital Markets Inc. ("ATB" or the “Agent”) of 25,000,000 common shares of Indiva (the "Common Shares") at a price of $0.44 per Common Share, to raise gross proceeds of $11,000,000, and a non-revolving term loan facility to Indiva in the principal amount of $11,000,000 (the "Term Loan"). It is anticipated that Sundial will be the sole subscriber in the Placement. Proceeds to Indiva, net of fees, commissions and expenses are expected to be approximately $20.9 million.

“Sundial is pleased to support the development of Indiva’s high-quality products,” said Zach George, Chief Executive Officer of Sundial. “This transaction broadens our exposure to the rapidly expanding cannabis edibles category.”

Indiva intends to use the net proceeds of the Placement and Term Loan to retire its outstanding debt in full, which includes its demand loan and promissory note, as well as for working capital and other general corporate purposes.

“We are delighted to welcome Sundial as a strategic investor in Indiva,” said Niel Marotta, President and Chief Executive Officer of Indiva. “The capital from this $22 million investment significantly improves Indiva’s balance sheet, expands our working capital, and provides the resources necessary to support strong growth in our business. Indiva will now have the ability to make additional capital investments, primarily into automation, which will drive higher throughput and profitability, while ensuring our product quality maintains the best-in-class standard our customers and clients depend upon. Indiva’s bolstered financial strength will ensure we can defend our market share position as a top edibles producer in Canada, and continue to bring new and innovative cannabis products to of-age Canadians.”

Sundial and Indiva intend to complete the Investment on or about February 23, 2021, subject to certain conditions customary for transactions of this nature, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange.

The securities issued under the Placement will be subject to a statutory hold period of four months and one day following the closing of the Placement.

Indiva has agreed to: (a) pay to ATB a cash commission equal to 3.0% of the aggregate gross proceeds received by Indiva from the Placement from Sundial and 6.0% of the aggregate gross proceeds received by Indiva from the Placement from subscribers other than Sundial, if applicable; and (b) pay to the Agent a cash commission equal to 2.0% of the total loan commitment under the Term Loan.

Early Warning

Immediately prior to the Placement, Sundial and its affiliates held no Common Shares. Upon the closing of the Placement it is anticipated that Sundial and its affiliates will exercise control and direction over 18.45% of the issued and outstanding Common Shares. Sundial and its affiliates do not currently own any convertible securities of Indiva. The Common Shares are being acquired for investment purposes and, as of the date of this news release, Sundial and its affiliates have no current intention to acquire control or direction over additional securities of Indiva above 19.9% of the issued and outstanding Common Shares, either alone or together with any joint actors.

The securities to be offered pursuant to the Placement have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Latest News

View All

Tuesday, May 11, 2021

Sundial Reports First Quarter 2021 Financial and Operational Results

CALGARY, AB (May 11, 2021) — Sundial Growers Inc. (NASDAQ: SNDL) (“Sundial” or the “Company”) reported its financial and operational results for the first quarter ended March 31, 2021. All financial information in this press release is reported in millions of Canadian dollars and represents results from continuing operations, unless otherwise indicated.

Read More

Wednesday, May 05, 2021

Sundial Growers to Acquire Inner Spirit Holdings and Spiritleaf Retail Cannabis Network

Sundial Growers Inc. (NASDAQ: SNDL) (“Sundial”) and Inner Spirit Holdings Ltd. (CSE: ISH) (OTCQB: INSHF) (“Inner Spirit”) are pleased to announce that they have entered into an arrangement agreement (the “Agreement”) pursuant to which Sundial will acquire all of the issued and outstanding common shares of Inner Spirit for total consideration of approximately $131 million

Read More

Tuesday, May 04, 2021

Sundial Files Early Warning Report Issued Pursuant to National Instrument 62-103

Sundial Growers Inc. (NASDAQ: SNDL) (“Sundial” or the “Company”) announced that it has acquired (the “Acquisition”) more than 10% of the issued outstanding common shares (“Common Shares”) of The Valens Company Inc. (“Valens”) (TSX: VLNS) (OTCQX: VLNCF).

Read More
image/svg+xml logo logo Created with Sketch.

Sorry!

Thanks, but unfortunately you need to be legal age to view our website.

Welcome.

You need to be of legal age to view our website.

Please choose a province and enter your date of birth to continue.

Province

Date of Birth

By entering this site you agree to our

TERMS & CONDITIONS and PRIVACY POLICY