HAVN Life Pronounces the shut of the primary tranche of its beforehand introduced Financing Dedication by Alpha Blue Ocean and Warrant Amendments‎ and the Issuance of Shares for Debt


VANCOUVER, BC, Aug. 18, 2022 /CNW/ – HAVN Life Sciences Inc. (CSE: HAVN) (OTC: HAVLF) (FSE: 5NP) (the “Firm” or “HAVN Life“) a biotechnology firm pursuing standardized extraction of psychoactive compounds and the event of pure well being merchandise, is happy to announce that it has closed the preliminary tranche (the “First Tranche“) of its financing dedication (the “Financing“) by Alpha Blue Ocean (“ABO“) that was beforehand introduced on July 21, 2022. The Firm intends to make use of the proceeds from the shut of the First Tranche for normal working capital functions.‎

Pursuant to the closing of the First Tranche, the Firm issued to World Company Finance Alternatives 17 (the “Subscriber“)‎, an funding fund managed by ABO, $1,100,000 principal quantity of senior unsecured convertible debenture (the “Convertible Debenture“) and 189,393 Widespread Share (as outlined under) buy warrants (every, a “Warrant“) of the Firm, for internet proceeds of roughly $420,000, after deducting sure transactional bills, together with cost by the Firm to the Subscriber of the Debenture Dedication Charge (as outlined under). The Convertible Debenture and the Warrants have been issued pursuant to the phrases of subscription settlement entered into between the Firm and the Subscriber on July 21, 2022 (the “Subscription Settlement“) as beforehand described within the July 21, 2022 information launch.

The Convertible Debenture is convertible into Widespread Shares (every, a “Conversion Share“) and in sure circumstances, redeemable in money, in accordance with their phrases and as beforehand described within the July 21, 2022 information launch. Every Warrant entitles the holder thereof, to buy one further Widespread Share (every, a “Warrant Share“) at a worth of $1.32 per Warrant Share for a interval of 60 months from the date of issuance.

As consideration for the Subscriber buying the Convertible Debenture and Warrants, the Firm paid to the Subscriber a dedication price of $600,000 (the “Debenture Dedication Charge“), payable by the use of the issuance of a further $600,000 of principal quantity of Convertible Debenture, and issued to the Subscriber 489,130 Widespread Shares (the “Compensation Shares“).

The Subscriber is required to return the Compensation Shares to the Firm if: (a) both (i) 36 months because the ‎date of the Subscription Settlement (the ‎”Dedication Interval‎”) has lapsed or (ii) this Subscription Settlement‎ is ‎terminated previous to the top of the Dedication Interval in accordance with its phrases; (b) all excellent debentures ‎issued below the Subscription Settlement have been transformed by the holder(s) thereof; (c) the Firm will not be in ‎breach of the Subscription Settlement; and (d) no cost stays excellent by the Firm to the Subscriber ‎and no supply of frequent shares (every, a “Widespread Share“) of the Firm ensuing from a conversion of the senior unsecured convertible debentures ‎issuable below the Subscription Settlement, or the train of any of the Widespread Share buy warrants, issuable ‎below the Subscription Settlement, by the Subscriber shall stay excellent pursuant to the Subscription ‎Settlement. ‎

The Firm has additionally agreed to difficulty ‎190,214 Widespread Shares (every, a “Debt Share“) at a worth of $1.15 per Debt Share to settle an mixture quantity of indebtedness in ‎the quantity of $218,746.53 owing to sure third-party collectors of the Firm. ‎

The Firm certified the distribution of the Convertible Debenture, Warrants, the Compensation Shares, the Debt Shares, the Conversion Shares issuable upon conversion of the Convertible Debenture, and the Warrant Shares issuable upon train of the Warrants, by the use of a prospectus complement to its last quick type base shelf prospectus dated October 4, 2021.

The Firm has utilized to listing the Conversion Shares‎, the Warrant Shares, the Debt Shares, and the Compensation Shares on the Canadian Securities Trade (the “CSE“). Such itemizing can be topic to the Firm fulfilling all of the itemizing necessities of the CSE.

Amendments to the Warrants

The Firm additionally publicizes that it has amended sure Widespread Share buy warrants of the ‎Firm (the “Armistice Warrants“) ‎issued to Armistice Capital Grasp Fund Ltd. (“Armistice“).‎

The Firm has agreed to scale back the train worth of the Warrants issued to Armistice on March 3, 2022 from $3.75 to $2.70 (on a put up consolidation foundation) per Widespread Share; offered that topic to CSE approval, if, through the 90-day interval following the 30:1 Widespread Share consolidation ‎proposed to be accomplished by the Firm, the volume-weighted common worth (“VWAP“) of ‎the Widespread Shares over any fifteen (15) consecutive buying and selling day interval falls by higher than ‎‎30%, then the train worth of the Warrants can be adjusted such that it is the same as 120% ‎of the fifteen (15) buying and selling day VWAP of the Widespread Shares (the “Adjusted Train Worth“) and offered that if the Adjusted Train Worth ‎is lower than the minimal difficulty worth ‎permitted below the CSE (or the insurance policies of such different ‎inventory trade on which the ‎Widespread Shares are listed for buying and selling every now and then), ‎then the Adjusted Train ‎Worth shall be adjusted to be equal to the minimal worth ‎permitted below such ‎insurance policies‎. The opposite phrases ‎and circumstances of the Warrants ‎stay the identical‎.

New Issuances of Warrants

The Firm additionally publicizes that it has issued to sure designees of H.C. Wainwright & Co., LLC (“Wainright“) an mixture of 16,669 new Widespread Share buy warrants ‎‎(every, a “New Warrant“). Every New Warrant will entitled the holder thereof to amass one Widespread Share at an train worth of $2.70 per Widespread Share (on a post-consolidation foundation) and a time period of 5 (5) years from the date of issuance. The New Warrants have been issued as consideration for Wainwright waiving, on a one-time foundation, its exclusivity pursuant to ‎an engagement letter with the Firm dated as of January 31, 202‎2 with respect to the issuance by the Firm of sure convertible ‎debentures (please see information launch dated July 21, 2022). The New Warrants can be topic to a four-month and someday maintain interval below relevant securities legal guidelines in Canada.

The amendments to the Armistice Warrants are topic to all regulatory approvals, together with the approval of the CSE.

Nationwide Instrument 62-103 – The Early Warning System and Associated Take-over Bid and Insider Reporting Points

Pursuant to closing of the primary Tranche, the Subscriber (P.O. Field 2775, 67 Fort Avenue, Artemis Home, Grand Cayman, KY1-1111, Cayman Islands) acquired an mixture principal quantity of $1,100,0000 Convertible Debentures and 189,393 Warrants. Every Warrant is exercisable at an train worth of $1.32 per underlying Warrant Share, topic to adjustment in accordance with the phrases of the certificates representing the Warrants.

Previous to closing of the primary Tranche, the Subscriber didn’t beneficially personal or management any securities of the Firm. Instantly following the closing of the primary Tranche, the Investor holds 189,393 Warrants, $1,100,000 principal quantity of Convertible Debentures and 489,130 of Compensation Shares representing 9.57% of the issued and excellent Widespread Shares of the Firm on a non-diluted foundation and 25.59% of the Widespread Shares on {a partially} diluted foundation, assuming the conversion of the excellent debentures into Widespread Shares at a worth of $1.00, being the final closing worth of the Widespread Shares on the CSE previous to the date of this press launch.

The Convertible Debentures have been acquired, within the extraordinary course of enterprise, for funding functions solely and pursuant to the phrases of the Subscription Settlement, pursuant to which the Subscriber is predicted to amass management and course over further convertible debentures as additional Tranches shut and Widespread Shares upon the conversion thereof.

ABO Infinium Americas Opco Ltd. workout routines management or course over the Convertible Debentures and Warrants in its capability as funding supervisor. Nonetheless, the Subscriber beneficially owns the securities. This funding can be reviewed on a seamless foundation and ABO Infinium Americas Opco Ltd., on behalf of the Subscriber, could additional improve or lower its possession, management or course over securities of the Firm relying on market circumstances, reformulation of plans and/or different related elements.

The Subscription Settlement prohibits the conversion of such Debentures into Widespread Shares within the occasion that the Subscriber would maintain in extra of 9.99% or 19.99% of the Widespread Shares following conversion.

Another month-to-month report can be filed by ABO Infinium Americas Opco Ltd. in accordance with relevant securities legal guidelines and can be accessible on SEDAR at www.sedar.com or could also be obtained straight from the Firm upon request at [email protected].

On Behalf of The Board of Administrators
Tim Moore
Chief Government Officer

About HAVN Life Sciences Inc.

HAVN Life Sciences is a biotechnology firm pursuing standardized extraction of psychedelic compounds for the creation of APIs, the event of pure well being merchandise, and progressive therapies to assist mind well being and improve the capabilities of the thoughts.

Via its analysis division, HAVN Labs, the Firm has developed an end-to-end provide chain of GMP naturally derived psychedelic compounds for analysis that may outline the way forward for fashionable medication. With its new line of pure well being merchandise, HAVN Life presents a full vary of high-quality mushroom and plant extracts that assist enhance immune perform, scale back irritation and assist a wholesome way of life.

Buy our merchandise and discover out extra at yourhavnlife.com, and comply with us on Fb, TwitterInstagram and Youtube.

About Alpha Blue Ocean

Created in 2017, ABO is a pioneer in different financings, offering progressive financing ‎options for firms throughout the globe‎. In lower than 5 years, ABO, based by Pierre ‎Vannineuse, has executed greater than €1.5 billion in monetary commitments and greater than 90 ‎transactions, with a excessive deal with the life science sector.‎

Ahead-Trying Info: This information launch accommodates “forward-looking data” throughout the which means of relevant securities legal guidelines regarding statements concerning the Subscription Settlement, the Financing, amendments to the Warrants (the “Amendments“) the Firm’s enterprise, merchandise and way forward for the Firm’s enterprise. Though the Firm believes that the expectations mirrored within the forward-looking data are cheap, there will be no assurance that such expectations will show to be right. Readers are cautioned to not place undue reliance on forward-looking data. Such forward-looking statements are topic to dangers and uncertainties that will trigger precise outcomes, efficiency and developments to vary materially from these contemplated by these statements relying on, amongst different issues: the danger that issuance of any additional unsecured senior convertible debentures or Widespread Share buy warrants pursuant to the Financing, is not going to be accomplished as contemplated, or in any respect; the danger that the anticipated advantages from the receipt of funds from the Subscriber is not going to be realized as contemplated, or in any respect; ‎dangers that the Amendments not obtain all ‎regulatory approvals on the phrases set out herein, or in any respect‎; and dangers that the Firm’s merchandise and plan will fluctuate from these said on this information launch and the Firm could not be capable to perform its enterprise plans as anticipated. Besides as required by legislation, the Firm expressly disclaims any obligation and doesn’t intend to replace any forward-looking statements or forward-looking data on this information launch. Though the Firm believes that the expectations mirrored within the forward-looking data are cheap, there will be no assurance that such expectations will show to be right. The statements on this information launch are made as of the date of this launch.

The CSE has not reviewed, accredited or disapproved the content material of this press launch.

SOURCE HAVN Life Sciences Inc.

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