January 28th, 2015 – Toronto, Ontario – Matica Enterprises Inc. (MMJ – CSE) (39N – Frankfurt) (MQPXF – OTC) (“Matica” or the “Company”) is pleased to announce the engagement of Jacob Securities Inc. (the “Agent“) to act as agent in connection with a “best-efforts” private placement offering (the “Offering“) of units of the Company (the “Units“) at a price of $0.08 per Unit for gross proceeds of up to $1,000,000. Each Unit will be comprised of one common share (a “Share“) and one Share purchase warrant of the Company (a “Warrant“). Each Warrant will entitle the holder to purchase one additional Share (a “Warrant Share”) at an exercise price of $0.15 per Warrant for a period of 36 months from the closing date.
As consideration for acting as agent, the Agent will receive a commission of 8% of the funds raised in connection with the Offering as well as such number of broker warrants (the “Broker Warrants“) as is equal to 8% of the Units issued in connection with the Offering. Each Broker Warrant shall entitle the holder thereof to acquire a Unit at an exercise price of $0.08 for a period of three years following the closing of the Offering.
The full Offering is expected to close on or around February 20, 2015 with multiple tranches occurring prior to the final closing. Upon closing, the proceeds of the Offering will be used for funding a milestone payment to THC Dispensaries, Inc. (“THCD”), a Nova Scotia applicant under the Marijuana for Medical Purposes Regulation (“MMPR”) that is in the final stages of completing the build on a state-of-the art marijuana growing facility with a “Ready To Build” status, as well as for the operational and general working capital purposes of Matica.
Further, Matica is pleased to advise that a portion funds raised in connection with the Offering will be used to fund the delivery and installation of an HVAC system at the THC medical marijuana growing facility. Upon completion of the installation of the HVAC system, Matica and THCD anticipate that the facility will be ready for a pre-license inspection by Health Canada.
Matica’s CEO, Boris Ziger states, “We anticipate the completion of our Nova Scotia “Ready To Build” MMPR facility shortly. Once complete, a final inspection from Health Canada will be carried out before the MMPR licence can be granted. Matica’s near term goal is to become a Licensed Producer of medical marijuana in Canada under the Federal Government’s new MMPR program and the recent engagement of Jacob Securities will help guide and finance Matica on our path to obtaining our MMPR licence.”
The Offering remains subject to certain conditions including the approval of the Canadian Securities Exchange and the entering into of a definitive agency agreement between the Company and the Agent on or before the date of the Offering. Additionally, all of the securities issued in connection with the Offering will be subject to resale restrictions under applicable Canadian securities laws.
About Matica Enterprises Inc.
Matica has signed a definitive agreement to earn a fifty percent interest in THCD, a Nova Scotia applicant under the MMPR. THCD has received a “Ready To Build” letter from Health Canada and is awaiting the pre-licence inspection to become a Licensed Producer under the MMPR. THCD’s operation sits on 35 acres of land in Antigonish, Nova Scotia. Additionally, the Company is currently working towards completing a plan of arrangement (the “Plan of Arrangement”), which will involve the divestiture or spinoff of certain assets into four new subsidiary companies, the record date for which was January 15, 2015. For certainty, subscribers for Units under the Offering will not be eligible to participate in the Paln of Arrangement. Following the Plan of Arrangement, Matica’s operations will focus solely on obtaining its MMPR licence for the Nova Scotia based marijuana growing facility. For more information on Matica please visit the website at: www.maticaenterprises.com.
On behalf of the Board of Directors
MATICA ENTERPRISES INC.
Boris Ziger, CEO & Chairman
For further information, please contact Boris Ziger, Chief Executive Officer, at:
Cautionary Note Regarding Forward-Looking Statements
Certain information in this press release including the proposed Offering, the proposed Plan of Arrangement and certain other matters may constitute forward-looking information. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict. Actual results might differ materially from results suggested in any forward-looking statements. The Company assumes no obligation to update the forward-looking statements, or update the reasons why actual results could differ from those reflected in the forward looking-statements unless and until required by securities laws applicable to the Company. Additional information identifying risks and uncertainties is contained in the Company’s filings with the Canadian Securities Regulators, which filings are available at www.sedar.com and www.thecse.com.