/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
VANCOUVER, BC, Dec. 23, 2021 /CNW/ - Freshlocal Solutions Inc.
(TSX: LOCL) ("Freshlocal" or the "Company") is pleased to announce
that it has held a second and final closing of its
previously-announced brokered private placement by issuing an
aggregate of 1,500 convertible debenture units (the "Convertible
Debenture Units") at a price of $1,000 per Convertible Debenture Unit for
aggregate gross proceeds to Freshlocal of $1,500,000. As a result of the second closing,
Freshlocal raised total proceeds of $13,915,000 in the private placement (the
"Private Placement").
Desjardins Capital Markets acted as lead agent and Cormark
Securities Inc. acted as co-agent in connection with the Private
Placement.
Each Convertible Debenture Unit is comprised of (i) one 8%
subordinated unsecured convertible debenture of the Company, in a
principal amount of $1,000, which is
convertible into common shares of the Company (each a "Common
Share") at a conversion price of $1.90 per Common Share, subject to adjustment in
certain events and maturing on December 31,
2024 (the "Maturity Date"); and (ii) 263 common share
purchase warrants of the Company (the "Warrants"). Each Warrant
entitles the holder thereof to purchase one Common Share at a price
of $1.25 per share until the Maturity
Date.
The Company intends to use the net proceeds of the Private
Placement for working capital, repayment of debt and/or general
corporate purposes. The Convertible Debentures will be unsecured
obligations of the Company and rank pari passu in right of
payment of principal and interest with all other previously
existing unsecured subordinated indebtedness of the Company.
This news release does not constitute an offer to sell, or a
solicitation of an offer to sell, any of the securities in
the United States. The securities
have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities Act"), or
any state securities laws and may not be offered or sold within
the "United States" or to "U.S.
persons" (as such terms are defined in Regulation S under the U.S.
Securities Act) unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
About Freshlocal Solutions Inc.
Freshlocal Solutions is a Vancouver-based company that is building a
leadership position in the provision of end-to-end grocery
e-commerce solutions. The Company operates two primary businesses,
FoodX and eGrocery, both of which support its corporate mission to
innovate food systems for people, planet and prosperity. Food-X
Technologies ("FoodX") is Freshlocal Solutions' scalable end-to-end
SaaS-based eGrocery Management Solution (eGMS) which is designed to
meet the needs of large and small grocery retailers while providing
profitable unit economics. The FoodX eGMS is the culmination of
over 20 years of experience in online grocery and the Company's
proven track record of delivering efficiently, sustainably and
profitably. The Company's consumer eGrocery business has expanded
into one of Canada's largest
online grocery companies, with a focus on delivering fresh, local,
organic produce and groceries, along with exceptional customer
experiences. Freshlocal Solutions serves the main urban markets in
Alberta and British Columbia through its brick and mortar
store locations operating under the Blush Lane and Be Fresh
banners, as well as through SPUD.ca which is the Company's
award-winning online eGrocery platform. Freshlocal's common shares
are listed on the Toronto Stock Exchange under the symbol "LOCL".
Please visit www.freshlocalsolutions.com.
Notice on Forward Looking Information
Certain statements contained in this press release may be deemed
"forward–looking statements" or "forward–looking information"
within the meaning of applicable Canadian and U.S. securities laws.
Words such as "may", "will", "would", "could", "expect", "believe",
"plan", "anticipate", "intend", "estimate", "continue", or the
negative or comparable terminology, as well as terms usually used
in the future and the conditional, are intended to identify
forward– looking statements. Forward-looking statements should
not be read as guarantees of future performance or results, and
will not necessarily be accurate indications of whether, or the
times at or by which, such future performance will be achieved. No
assurance can be given that any events anticipated by the
forward–looking statements or information will transpire or occur,
including, but not limited to the use of proceeds of the Private
Placement. Forward-looking information is based on information
available at the time and/or management's good-faith belief with
respect to future events and are subject to known or unknown risks,
uncertainties, assumptions and other unpredictable factors, many of
which are beyond Freshlocal's control. These risks, uncertainties
and assumptions include, but are not limited to, those risks
described under "Risk Factors" in Freshlocal's Filing Statement
dated April 9, 2021, a copy of which
is available on SEDAR at www.sedar.com and could cause actual
events or results to differ materially from those projected in any
forward-looking statements. Freshlocal does not intend, nor does
Freshlocal undertake any obligation, to update or revise any
forward-looking information contained in this news release to
reflect subsequent information, events or circumstances or
otherwise, except if required by applicable laws.
SOURCE Freshlocal Solutions Inc.