Marapharm Ventures Inc. 'Marapharm' Clarifies Offering Exemptions and Extends Announced Private Placement

Monday, August 7, 2017 Drug News
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KELOWNA, British Columbia, August 7, 2017 /PRNewswire/ --

Marapharm Ventures Inc. (OTCQB: MRPHF) (CSE: MDM.CN) (FSE:

2M0) ("Marapharm" or the "Company") (http://www.marapharm.com/) announces that approximately $6 million of the common share warrants announced on July 5, 2017 have been reserved and/or paid
for. Due to overwhelming interest, Marapharm decided that they will extend the warrant offering to September 15, 2017. Additionally, Marapharm will include new exemptions to make the offering more inclusive.

Further to its press release dated July 5, 2017 announcing a non-brokered private placement (the "Offering") of up to 80,000,000 common share purchase warrants (the "Warrants") at a price of $0.10 per Warrant for proceeds of up to $8,000,000, the Company may complete a portion of the Offering pursuant to Multilateral CSA Notice 45-318 Prospectus Exemption for Certain Distributions through an Investment Dealer ("CSA 45-318") and the corresponding instruments, orders and rules implementing CSA 45-318 in the participating jurisdictions (collectively with CSA 45-318, the "Investment Dealer Exemption"). In addition to conducting the Offering pursuant to the Investment Dealer Exemption, the Company will also accept subscriptions for Warrants where other prospectus exemptions are available.

In addition, Marapharm will make the Offering available to all existing shareholders of Marapharm who, as of the close of business on July 4, 2017 (such date being one day prior to the initial announcement of the Offering), held Shares (and who continue to hold such Shares as of the closing date), pursuant to the prospectus exemption set out in BC Instrument 45-534 - Exemption from prospectus requirement for certain trades to existing security holders and in similar instruments in other jurisdictions in Canada (the "Existing Shareholder Exemption").

There are conditions and restrictions when relying upon the Existing Shareholder Exemption, namely the subscriber must: (a) be a shareholder of the Company on the record date (and still be a shareholder), (b) be purchasing the Warrants as a principal - that is, for his or her own account and not for any other party, and (c) may not purchase more than $15,000 value of securities from the Company in any 12 month period. There is one exception to the $15,000 subscription limit. In the event that a subscriber wants to purchase more than a $15,000 value of securities, then he or she may do so provided he or she first received suitability advice from a registered investment dealer, and, in this case, subscribers will be asked to confirm the registered investment dealer's identity and employer.

Subscriptions will be accepted by the Company on a 'first come, first served basis'. Therefore, if the Offering is oversubscribed it is possible that a shareholder's subscription may not be accepted by the Company. Additionally, in the event of an imbalance of large subscriptions compared to smaller subscriptions, management reserves the right in its discretion to reduce large subscriptions in favor of smaller shareholder subscriptions.

Further terms and conditions shall be set out in the form of subscription agreement that will be made available to interested shareholders, who are directed to contact the Company.

All securities distributed pursuant to the Offering will be subject to a statutory hold period of four months and a day from the date of issuance. Closing of the Offering is subject to receipt of all necessary regulatory approvals.

About Marapharm Ventures Inc. http://www.marapharm.com Marapharm has more than 300,000 square feet of medical marijuana licenses for its land and facilities in WA, CA and NV. In Nevada, the building footprint is 360,000 square feet. The Nevada Department of Agriculture report by Tessa Rognier states that the average size of a cultivation facility in Nevada is 26,000 square feet. About three years ago, Marapharm applied in Canada to Health Canada for a MMPR (production and sales) license and has passed the necessary security clearances. The application is currently in the in-depth screening process. In September 2016, Health Canada contacted Marapharm with a provision to amend its application to allow for the new regulations, ACMPR. Marapharm owns 15 million shares and warrants of Veritas Pharma Inc., a public company.   Additional information on the operations or financial results of Marapharm are included in reports on file with applicable securities regulatory authorities and may be accessed through the CSE website (http://www.thecse.com), the OTC website (http://www.otcmarkets.com), and the SEDAR website (http://www.sedar.com) under the profile for Marapharm Ventures Inc.  

For Further Information: Linda Sampson CEO +1-778-583-4476 email: [email protected]

http://www.marapharm.com  

SOURCE Marapharm Ventures Inc.



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