Nabis Holdings Inc. Completes Recapitalization
NOT FOR CIRCULATION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
VANCOUVER, British Columbia, Jan. 26, 2021 (WORLD NEWSWIRE) — Nabis Holdings Inc. (CSE: NAB) (OTC: NABIF) (FRA: A2PL) (“Nabis” or the “Company“) today announced that it has completed its previously announced proposal (the “Proposal“) under the Bankruptcy and Insolvency Act (Canada), pursuant to which the Company implemented a recapitalization of its previously outstanding CDN$35 million principal amount of 8.0% unsecured convertible debentures (the “Debentures“) and all other prior debts of the Company (the “Recapitalization“).
Upon implementation of the Proposal, (i) all existing equity claims in the Company were irrevocably and finally extinguished; and (ii) in full and final satisfaction of all claims of Nabis’ creditors, which were irrevocably and finally extinguished, the Company issued an aggregate of 3,700,000 new common shares in the capital of the Company (“New Common Shares“) and an aggregate principal amount of CDN$23 million new 5.3% senior unsecured notes due 2023 (“New Unsecured Notes“) on the terms set out in the Proposal.
The Debentures previously posted for trading on the Canadian Securities Exchange (the “CSE“) under the ticker symbol “NAB.DB” and the Business’s warrants formerly published for trading on the CSE under the ticker sign “NAB.WT” were both cancelled pursuant to the Proposition and were delisted from the CSE since close of markets today. The Business’s formerly exceptional typical shares that were cancelled pursuant to the Proposition were delisted and simultaneously the New Common Shares were noted under a brand-new CUSIP on the CSE, each reliable since close of markets today. The New Unsecured Notes will start trading on the CSE on January 27, 2021 under the ticker sign “NAB. NT”.
In connection with the execution of the Proposition, all of the previous directors of Nabis were considered to have actually resigned, and have actually been changed with each of Bruce Langstaff, Jennifer Law, Scott Kelly and Jared Carroll. Nicole Rusaw has actually consented to stay as an expert to the Business.
Crucial Suggestion Concerning Accreditation Due Date
As an essential suggestion, the Business and the Consenting Debentureholders (as specified in the Proposition) have actually set March 1, 2021 as the due date (the “Certification Deadline“) for all holders of Debentures (“Debentureholders“) and all other creditors to receive consideration under the Proposal (other than Convenience Creditors (as defined in the Proposal)) (collectively with the Debentureholders, the “Debtholders“) to certify as to their eligibility to receive their pro rata share of New Common Shares and New Unsecured Notes. Debtholders who are not eligible to receive the New Common Shares and New Unsecured Notes or who fail to certify as to their eligibility to receive the New Common Shares and New Unsecured Notes by the Certification Deadline will receive the net cash proceeds, if any (“Net Cash Proceeds“), realized from the sale of their pro rata share of New Common Shares and New Unsecured Notes on the CSE or such other exchange on which the New Common Shares and New Unsecured Notes are listed and posted for trading, conducted by a selling agent (the “Selling Agent“) to be appointed by the Company. Important instructions for Debtholders to receive securities pursuant to the Proposal are contained in the Company’s news release dated January 21, 2021.
About Nabis Holdings Inc.
Nabis Holdings is a Canadian investment issuer that invests in assets across multiple industries, including real property and the U.S. and international cannabis sector. For more information, please visit https://www.nabisholdings.com/.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The New Unsecured Notes and New Common Shares have not been and will not be registered under the U.S. Securities Act or any state securities laws, and may not be offered or sold in the United States or to or for the account or benefit of U.S. persons, except in certain transactions exempt from the registration requirements of the U.S. Securities Act and applicable state securities laws. “United States” and “U.S. person” are as specified in Guideline S under the U.S. Securities Act.
Particular declarations consisted of herein are positive declarations, consisting of declarations connecting to the expected date the New Unsecured Notes will start trading on the CSE, the timing and effect of the Accreditation Due date, the capability of the Offering Representative to offer the New Unsecured Notes and New Common Shares and the schedule of Net Money Earnings, if any. There can be no guarantee that such declarations will show to be precise and real outcomes and future occasions might vary materially from those expected in such declarations. These positive declarations go through specific threats and unpredictabilities. Crucial aspects that might trigger real outcomes to vary, materially from the Business’s expectations are revealed in the Business’s files submitted from time to time with the CSE, the British Columbia Securities Commission, the Ontario Securities Commission and the Alberta Securities Commission. The Business has no responsibility to upgrade such positive declarations other than as needed by relevant law.
The Canadian Securities Exchange has actually neither examined nor authorized the contents of this press release and accepts no obligation for the adequacy or precision of this release.
For questions, please contact:
Nicole Rusaw, Specialist
Jobber Wiki author Frank Long contributed to this report.