ROCK CREEK, BC, March 21, 2019 /CNW/ - BZAM Holdings Inc. ("BZAM") announces that on March 8, 2019, BZAM acquired 9,700,000 units (the "Units") of Speakeasy Cannabis Club Ltd. ("Speakeasy"). Each Unit comprised one common share in the capital of Speakeasy (each, a "Common Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"), with each Warrant exercisable to purchase one additional Common Share at a price of $1.00 per common share for 24 months from the date of closing. Speakeasy issued the Units pursuant to a non-brokered private placement from treasury completed on March 8, 2019 (the "March Private Placement").
BZAM acquired ownership of the 9,700,000 Common Shares and 4,850,000 Warrants composing the Units in the March Private Placement at a price of $0.50 per Unit for a total purchase price of $4,850,000.00. As a result, BZAM held a total of 9,700,000 Common Shares, representing approximately 13.25% of the issued and outstanding Common Shares (on a non-diluted basis) and 4,850,000 Warrants, which, when aggregated with the Common Shares, represents "beneficial ownership" (as determined in accordance with National Instrument 62-104 - Take-Over Bids of the Canadian Securities Administrators) of approximately 18.65% of the outstanding Common Shares.
Prior to the completion of the March Private Placement, BZAM did not hold any securities of Speakeasy.
BZAM acquired the Units for investment purposes. BZAM expects to monitor the business, prospects, financial condition and potential capital requirements of Speakeasy, and depending on its evaluation of these and other factors, BZAM may from time to time in the future increase or decrease its direct or indirect ownership, control or direction over Common Shares or other securities of Speakeasy through market transactions, private agreements, subscriptions from treasury or otherwise. As of the date of this press release, BZAM intends to participate in the non-brokered private placement of up to 7,692,308 units announced by Speakeasy on March 14, 2019 for a subscription amount of up to approximately $4,000,000. The subscription amount is not known at this time and is subject to acceptance by Speakeasy and the Canadian Securities Exchange, and there is no certainty the additional subscription will be completed depending on various factors and variables including those described above.
Speakeasy's head office address is 1515 Meyers Creek Road West, Rock Creek, BC, V0H 1Y0.
SOURCE BZAM Holdings Inc.